Chaos Unlimited
by levelxtremedude
Summary: Trust the belief that someone or something is reliable, good, honest and effective. That trust was lost, it was yearned to be earned once again unfortunately it was taken away before action was taken. Now loneliness is there as a companion, one is truly the loneliest number, still despite the circumstance she found hope in the midst of chaos.
1. World Apart Part 1

**Disclaimer: Spider-Man and other Marvel related characters belong to Marvel Entertainment**

* * *

 **Prologue Worlds Apart Part 1**

"I am Uatu The Watcher. It is my sworn duty to witness the potential critical moments of any race across the galaxies known or obscure. And to never interfere despite my deep worry for them. Whatever transpires, I will remain true to my charge, and observe all that occurs."

Uatu opens a panel viewing the earth spinning on its axis, "Yet there has been times where I have broken my sacred vow to never interfere and I've seen many events that has taken place on that planet, good and evil, whether it was warning the Fantastic Four of the coming of Galactus, and there came a day, a day unlike any other, when Earth's mightiest heroes found themselves united against a common threat! On that day, the Avengers were born, to fight the foes no single super hero could withstand. Saving the Avengers from being killed by Doctor Doom who have stolen Odin's powers that threatened the fabric of space and time."

"And don't forget, oh watchful one the House of M, the dreadful the no more mutant's day, accompanied by the Decimation." A voice said out of lean air

"Beyonder your presence is not required here you were cast out to your own realm by order of the Living Tribunal and Eternity and to not perform acts outside of your dimension, this is my story to tell." Uatu turned to catch the dark haired man near his chambers

"Yes, yes, pish posh however…" The former Inhuman waved him off, "I have been granted by The One-Above-All special permission with limited interference, meaning I can do certain things if it is an absolute emergency and this Watcher is such a case concerning this worlds Spider-Man..." he paused for a moment letting the information sink in, the giant man stared at him, "I'm sure you know of the Inheritors?"

"Yes, I've been watching them for quite some time, they are a clan of totemic hunters who feed on the life force of Totems, beings that relate the beast and human kingdoms alike, originally from Earth-000. They have battled and fed on both totem avatars as well as totemic Gods..."

"Stop right there, let that sink in for a moment. If they aren't stopped, they will come after the Cosmic Entities. I don't ask to explain how dangerous they are, I've witnessed the descent of every Entity therefore I will not have that chance again. They've captured the Master Weaver forcing him to open dimensional portals to every realm."

"Yes, I am aware, but I will not break my sacred vow to interfere with events like this no matter how much I want to."

"Then you are a fool. You've done before and done it only when the circumstance is dire, but who am I to judge?" He shrugged

"Why are you really here?" Uatu asked

"To witness an event between two people to come together Spider-Man has been known as the menace of New York ever since he cooked his first appearance furthermore above all the people has the worst luck at a love life, though it is not my concern he knows the significance of loss as does someone else lately in this universe."

"I am assuming you are mentioning the former Avenger Scarlet Witch; Wanda Maximoff."

"Correct after the House M incident Wanda Maximoff is the most hated person on the planet as we speak." He made a couple of gestures with his arms as he walked to the balcony, "Take this journey with me Watcher. What if after those recent events the brilliant minds of the Illuminati had found a Counter Earth before NASA and sent poor little Wanda there out of sheer paranoia fearing that her powers will lose control once again?"

"We will wait and find out what would befall if the brilliant thinkers of the Illuminati came together and discovered Counter Earth, an Earth where the beast rule as superior."

"Yes, we shall…" The Nigh-omnipotence man turned to face the giant who was looking down upon him with a quite amused look on his face, "Be warned there will be a surprise guest in this counter earth moreover the story begins like this…"

With the wave of his hand a viewing screen opened to reveal a shuttle making its way to the moon, "Let us consider how this tale will unfold."

* * *

Dream Scape

" _WHAT HAVE YOU DONE IN MY NAME BOY?!" Magneto voiced boomed within the pandemonium_

" _FATHER NO!" She stood helplessly in front of her twin brother as metal danced around him, "Please he didn't mean to do it!"_

 _Angrily the young youth retaliated, "YOU WERE GOING TO LET THEM_ _ **KILL**_ _WANADA! I HAD TO DO SOMETHING IF YOU DIDN'T"_

" _Pietro don't provoke him!" Her words fell on death they didn't hear her_

" _You used me and her! I'd never allow this to come to pass!" Raising his right hand the metal came behind the master of magnetism, "You've destroyed_ _ **everything**_ _and_ _ **everyone**_ _!"_

" _FATHER… PLEASE DON'T…" Wanda dropped to her knees letting the tears flow from her eyes down her cheek as the metal consumed her brother. She turned away to look at him as the nauseating sound of metal tearing and smashing everything in Pietro body rang with his cries of torment._

 _When it was over she looked at his mutilated body, metal pieces sticking out of him, cuts and bruises everywhere, she didn't even recognize his face any more. That's wh_ _en her other self-appeared with tears pouring down her face. The other Wanda shut the mouth of Magneto voice, then quietly set down next to her fallen brother, came to him._

 _She then tells Magneto in a burst of ire and disappointment that Quicksilver had only desired him to be happy and that Magneto had ruined them, picking out the mutants over his own youngsters._

 _The other Wanda desperately pleaded her other self to stop talking, , "DON'T YOU'LL KILL EVERYONE!" She tried tackling the dream brunette only to notice that she phased through as a phantom passing through walls._

 _It was no use, to her horror those three words were uttered, 'No… more… mutants…'_

 _And so the whole world became white, Wanda opened her eyes to her repulsion and shock it was naught more than a heap of skulls and corpses, everyone that she worried about was dead even her ex-husband._

" _No…" Wanda glanced around there was nothing yet death was in the air with countless buildings on fire or in ruins. She sank her face in her hands, she wept for she knew she caused all this then suddenly something called out her figure._

' _Waanndaa…'_

 _She looked up with tear ridden eyes for the source of the voice. It rang again, louder this time, 'Waannndaa…'_

" _Where are you?" She hugged herself, there was a chill in the atmosphere making her squirm with uneasiness._

 _The voice then said, 'Murder."_

" _I… I… am not…" She attempted to steel herself_

' _Yes, you are… you left Hawkeye to die on that Kree ship…'_

" _I… I…" Her resolve started to fall apart_

' _You killed serval teammates because you threw a tantrum and for what?' It mocked, 'Because Wasp said you couldn't mother children properly? You even depowered 90% of your species! You are unworthy to call yourself an Avenger, the only thing you did was hurt them or caused pain to them. You are nothing more than a murder, a traitor to your own kind!'_

" _No! I won't believe it…I…I help fixed my mistakes!" She screamed_

' _Traitor! You shall never earn back the trust you once had!'_

 _There it was the dreadful truth of it all, no one will ever trust her again. The voice sneered, 'You don't merit to still be in this world.'_

" _You don't mean that… I… I tried…" She sobbed_

' _You're a murder deep down Wanda, you know you are.'_

" _No…"_

' _Worthless…'_

' _I am not…"_

' _Useless…'_

' _Stop…'_

' _Murder…'_

" _Stop it…"_

' _Unworthy…'_

" _ **Stop!**_ _"_

' _Mutant Killer…'_

" _ **STOP IT!"**_

' _Perish…' Out of the blue a fierily light glowed in front of her. To her horror the brunette watched as the fire took the shape of the Phoenix force, it glowered at the frighten young woman._

" _No…"_

' _You… will… die…' The fire bird, then charged, its concussive force blast aimed straight for the mutant of chaos._

" _NO!"_

 _She strained to move, but the hands of the corpses held her spot by the ankle, the beam went off, the consuming energy swept over her as the appalled mutant screamed in terror._

 _Reality_

"NOOOOO!" Wanda awoken herself with a jerk that caused to her fall out of the bottom. She stared at the ceiling on the cold hard ground, panting heavily, trying to recover her composure, she sat up bringing her knees to her chest, wrapping her arms about them placing her head on it while silently letting the tears roll down her face, it was the same dream for the last 6 months.

The images of her nightmare along with images of what had happened after her brother was killed by her father and those dreaded words that she said, flooded back into her mind. She cried even harder, for she knew in her heart that trust will never be regained from her one time friends and family.

The look they've given her was one of distrust, distaste and even dread. After being rescued from Doom clutches of being almost married to him, they restored to her former self, yet despite her best efforts to make it up, whether it was repowering the mutants through X-Factor, taking down the Phoenix with Hope Summers it was in vain.

This list of who hated or were wary of her was long, but the few who really despised her very existence were the following the X-Men, especially Rogue, she blamed her for the death of Charles Xavier the father figure of the X-men. Her family members wouldn't even look in her direction Pietro stopped talking to her, he really tried his best to make conversation with her unfortunately he slowly drifted away. Magneto disowned her, enough said about that and The Vision, oh boy the heaviest blow out of them altogether. When Ms. Marvel and Spider-Woman tried to draw her back to the mansion Vision denounced her stating he will never forgive her for all the pain the brunette caused him.

' _Who could fault him?' Wanda thought depressingly, 'I am the one who caused all the pain, killed innocent blood, brought pain to the Avengers, even brought my own brethren to a near extinction. I guess I am… worthless… but I tried… tried to make it up… tried so… hard…'_

Indeed, she have, yet there were few who would grant her the benefit of the doubt, Steve, Carol, and Jessica. Unfortunately the tension stilled lingered around the corner whenever she was near them, they meant well still everyone hated...well, almost everyone… there was a nagging feeling in the back of her head that she was forgetting someone. Who was it? Whom was she was forgetting?

Before she could think about it a computerized voice came online, "Good evening Ms. Maximoff."

"Jarvis?" She wiped the tears looking around her room, she shivered "What are you doing here in my room and why is it so cold here?"

"Well, unfortunately Ms. Maximoff you are not on Earth anymore." The I commented

Wanda froze immediately, "Wha… what did you say?"

"You are no longer on Earth, Mr. Stark along with a few of the Illuminati members had been tinkering for the last few months to build a space bridge. There is a recording for you explaining everything, I will be playing it momentarily."

If Wanda was shocked it would of have been the understatement of the year she was dismayed. What did Jarvis mean that she wasn't on Earth? Where was she then?

Slowly the brunette's eyes scanned her surroundings, everything was high tech it had Tony Stark written all over it, then her eyes landed to the front where the controls were. Outside it was dark, full of stars, to her dismay, she saw a ring that was building up energy. Then out of the blue a recording of the Illuminati appeared in front of her.

She recognized them each one of them, Tony Stark, Stephen Strange, Namor the Sub-Mariner, Reed Richards and finally Black Bolt, Stark began to speak, _**"Wanda if you are watching this then that means that you are no longer with us…"**_

Tears had started to form again, any hope of redemption that the chaos user was planning to do was diminishing by the second.

" _ **I am truly sorry for what we've had to do. But we had no choice, we drugged for 24 hours, by this time you should be reaching a portal gate to take you somewhere."**_ He paused, _**"Wanda you were out of control during the House of M and we feared that you could once again lose control. You said it yourself that your Chaos magic is uncontrollable, the majority voted when you came back and they felt it was necessary to send you off world. We researched for the last six months for possible places where you will not feel alone."**_

The brunette was weeping now as the words of Stark made her feel lower than she could ever feel, she was already alone, now her chances of trying to reconcile with anyone were ruined.

" _ **We picked your destination after countless hours of researching as well as building this portal gate, we found a planet similar to Earth we called it Counter-Earth. In order to send you to Counter Earth, we devised a plan to send a 'probe' in space as a test to see if there was intelligent life on it. We borrowed a SHIELD plane and I installed two things a gravity field in it since this will be more comfortable for you to walk around in the craft with the said satellite probe into it. We wish you the best of luck Wanda in your new life."**_

The recording stopped playing, Wanda was distraught her weeping turned into sobs, her sobs into uncontrollable fits as she placed her head in her hands.

Jarvis came online again, "Ms. Maximoff I am deeply sorry for this, but ETA to the gate is 30 seconds. I will surely miss you." Then AI disconnected never to be heard from again.

If Wanda ever felt alone this was taking the cake by a margin, she said her goodbyes to her former life as the portal gate consumed her ship sending her to realms unknown.

* * *

One Month later

Colonel John Jameson appeared before the media with the statement, "Six month ago the brilliant minds of the world had banned together to build a warp drive portal that allows us to go into another parallel universe. The unmanned Elite shuttle 1 was launched with a probe in its belly known as Alita-1, there it discovered an exact duplicate of our world, the Counter-Earth."

He took a pause as he scanned the crowd, "Then, as you know, Alita sent back this troubling footage of its own demise with the unmanned shuttle being hit with some sort beam quickly disappearing in the world below. Due to the destruction of Alita along with the capture of one of our shuttles, many have questioned, 'The risking of a man made mission to the Counter Earth.' However the act of aggression by the people of counter earth demand an investigation!"

As the media started bombarding the astronaut with question one particular newsman was pleased, "That's my son! You hear that Parker? I always said John was a hero, haven't I?"

John Jonah Jameson II a newspaper publisher and editor in chief of the Daily Bugle, a proud man to say the least, he was notorious for his editorial attacks against costumed "super heroes" in general, and against especially Spider-Man in particular. He considered those who wear masks cowards, but praised the effort of real heroes such law enforcement, paramedics and firefighters to the highest extent.

Beside him was his faithful photographer Peter Parker, a mild manner young adult who was bitten by a radioactive spider in his younger days and has protected the city of New York more than once, as of right now his assignment was to take pictures of his boss's son.

"You sure have Mr. Jameson." He smiled, then he muttered under breath, "About 50 times in the last hour."

"That's right Parker, that boy is presidential temper, if I do say so myself."

Peter rolled his eyes, _'If I had a nickel for every time I hear that I'd…SPIDER-SENSE…tingling!'_ He took a quick glance at his boss then headed off to change into his costume.

"Did you say something Parker?" Jameson turned to his employee, "Parker?"

 _In another area of the launch site_

' _Something funny is going on here.'_ The brown haired man turned to make sure that he wasn't being followed, _'My spider-sense is going full blast.'_

Peter turned the corner and soon he changed into his alter-ego the Amazing Spider-Man. He crouched on top of the crate looking around the area, _'What could possibly be making…'_

Spider-sense once again pounded his head like a hammer as he took a look in one particular direction where two men ran to the base of the launch pad. To his utter horror the men transformed into his two of his deadliest foes that he faced time and time again, Venom and Carnage.

Crawling off the crates he followed them, "Venom and Carnage great… one symbiote is bad enough but, two of them is nightmare…ugh looks like Jameson is going to have a couple of stowaways."

He leapt over another crate and crawled under two parked military jeeps making sure he wasn't spotted by the public or anyone else, then he handsprung off a Sisu SA-150.

"Looks like it up to your Friendly Neighborhood Spider-Man to punch their tickets." So he ran after them in full confidence that he would be able to stop them.

* * *

Watcher Realm

"An interesting development." Watcher said, "The only question remains, is why are they going to Counter Earth."

"They have their reason Watcher let's just say it has something to do with their species the Klyntar on Counter Earth." Beyonder commented while looking at his gloved fingers, "Be warned an Inheritor will go to the Counter Earth to hunt down the spider I've seen it happen before, if one of them does alert me I have a very special guest to welcome them."

With that, he started to slowly disappear into thin air.

"Who exactly is it Beyonder? Surely it will not be you, for you know the rules as well as your limitation."

"Goodness no my dear Uatu, that's for me to know and you to watch and observe all that has occurred throughout the multiverse. Now I bid thee farewell…I have other Spider-Men to observe."

Soon it was only the Watcher who stood watching Spider-Man battling with the symbiotes on top of the shuttle.

"Most interesting indeed."

* * *

 **LXD: Welcome all to the first Spider-Man x Scarlet Witch fan-fiction, this is the fourth in the Spider-verse story that I will be connecting at some point. This inspired story is coming from two different stories that I have read, Chaos and Spiders by Reborn Dark Phoenix (highly recommend reading despite 4 chapters), Caught in the web by FrivolousThoughts, as well Wanda was one of the top votes. Let's face it Spider-Man knows how to get girls so why not? So…**

 **Beyonder: You do realize you have to update What if, and the symbiote Spiderman story**

 **LXD: Oh great first Deadpool and now you! Listen buddy I've been busy butt out Beyonder…*mutters* what next?**

 **Deadpool: HEY! ONLY I'M SUPPOSE TO BREAK THE 4** **TH** **WALL MOTHER*******! WHAT THE F***! AGAIN WITH THE F*******CENSORS! LEVIE YOU ARE AN A****** YOU KNOW THAT!**

 **LXD (Facepalm): Comment, Rate, subscribe, and leave your thoughts and questions in the comments section and I will see you next time.**


	2. World Apart Part 2

**Disclaimer: Spider-Man and other Marvel related content belong to Marvel Entertainment**

* * *

Chapter 1: Worlds Apart Part 2

A week passed after the space craft was launched, and everywhere in the media was blaming Spider-Man for sabotaging the Space craft. Of course in the Avengers Mansion there was a heavy debate and sides were chosen on the verdict whether or not Spider-Man really did sabotage the space craft.

On the side who did accuse the web-head were the following heroes She-Hulk, Ms. Marvel, Hawkeye, the Submariner, Iron Patriot and Moon Knight just to name a few.

The side that backed the web head were Captain America, the Fantastic Four, Wolverine and a few X-Men members that were present at the moment, Jessica Drew the original Spider-Woman and Dr. Strange.

"The problem is we don't have facts on what really happened that day!" Captain America argued, "How can you possible think of kicking him out the roster?"

"Steve until this matter of Spider-Man has been resolved this is the better option, some of us are thinking it's for the best." Iron Patriot also known as James Rhodes. He was solider to his country first before his duty to the Avengers, "Right now Spider-Man is on the FBI Most Wanted."

"That absurd how can they do that to him?" Steve was shocked, "After everything that he has done this is how they treat him?"

"Let's not forget that he has bad reputation with the Editor in chief of the Daily Bulge…"

"But that's one man's opinion." This time it was Johnny Storm the Human Torch spoke interrupting the Commander, "And let's not forget, that JJ has a low tolerance on us super heroes especially on Spider-Man, he hates him with his guts! Not to mention he actually got the whole city turned against him now. No matter what Spidey does for this city it always ends with him getting the short end of the stick, always getting flamed by this guy."

Most if not all the superheroes agreed on that statement, Carol spoke this time, "It's true that J. Jonah Jameson hates the superhero community but that still doesn't mean anything, we are facing a different problem here."

Johnny stood up from his seat knocking it down looking at Carol with disbelief, "What do you mean that doesn't 'mean anything'? Of course it does! Of all the super heroes to get negative publicity who does Jameson look to scapegoat? Spider-Man! Who was it that defeated Venom when the symbiote took over New York and almost the world? Spider-Man! Who was it that defeated Electro from becoming a freaking 'god' when he stole the Nexus Device? I can tell you now Carol it wasn't Thor!"

"Johnny settle down, now…" His sister said placing a hand on his shoulder

"Don't tell me to settle down Susan!" He removed her hand from his shoulders, "Out of everyone here on this team we had the most encounters, the most team work with Spider-Man beside the X-Men, and he's like family to us."

"Johnny listen to your sister. You're letting your emotion cloud your judgement."

"I'm not letting my emotions cloud anything Carol I know where I stand on the subject but unlike you Ms. Marvel I'm not biased on my opinion. Out of everyone you hate him the most!"

Carol was about to retaliate however Steve beat her to the punch, "Alright enough obviously this debate is getting heated and I don't want a brawl here. Let's calm down and figure out what we are going to do with our part-time member."

"Count me out Capt. I'm going home." Torch left the meeting slamming the door on his way out

Susan sighed then turned to her fellow Avengers, "I apologize on my brother's behalf for his outburst. It's true what he says that Spider-Man is part of the family, Johnny and he have a deep brotherly connection with each other so…"

"Say no more Susan…" Steve cut her off, "I understand, we all understand what going on here. Right now we have to take action on this matter so what the teams pleasure?"

"I say we have Spider-Man on probation or suspend him from active duty until we get the facts straight, we can't blame him for something he did or didn't do not until we have solid evidence." This time it was Daredevil who spoken up

"I agree with Daredevil he's innocent until proven guilty that's what the law always say and that's how we are going to go about Steve." Jennifer Walters the She-Hulk second, "Probation sounds more acceptable than suspending."

"Very well those in favor say 'I'…"

A chorus of 'I' rang throughout the room.

"All oppose?"

Silence reigned

"Alright until this situation is straighten out we need to keep an eye on him for time being. I'll get in contact with Tony, maybe he can get into the security footage to find out what really happened a week ago."

* * *

NYC Skylines

Spider-Man swung over the city still thinking about what happened the past week, then again it was pretty hard not to forget since it was all over the media.

 _'Great just great…'_ He thought as he jumped from his web line to do a series of acrobats before launching a new one, _'As usual, when something goes wrong look who everyone decides to blame. Meanwhile John Jameson is alone on a planet with who knows what with two of the most vicious psychoses this side of Vlad the Impaler has ever seen.'_

Spidey looked down as he came to view the streets and what he saw didn't surprise in the least, with him being the scapegoat of sabotaging the spacecraft people started to hang mannequins of him throwing eggs or rotten fruit and vegetables.

He sighed, _'I need a new line of work…'_

He swung to a nearby neighborhood, saved a cat from a tree to put it down, the cat bit him, if that wasn't enough a frighten civilian peppered sprayed him, finally a mob started to form against him.

"I love this city…" Spidey muttered sarcastically as he climbed to the top of the building, "Better change and keep a low profile."

"Yo webs…" Peter looked up to see The Human Torch floating in front of him, "Got a moment."

Statue of Liberty the usual hangout 

"Well that's my story Johnny…" An unmasked Peter said disappointedly, they were listening to Jameson bashing Spider-Man on a radio Johnny brought.

"Oh man are you in a heap of trouble." Johnny said

"Tell me something I don't know…"

"The Avengers were in a heated debate about you."

"Oh? Did I win the lottery?"

"You wish, they were debating whether or not to kick you out of the team." He handed a drink to his best friend.

"Great first I get blamed for the space shuttle incident and now I am going to get kicked out what next?"

Johnny shrugged drinking his coke, they were silent just listening to the radio, _"This time he's gone too far! My paper is prepared to pay 10 million dollars_ _to anyone who can identify or aid in Spider-Man's capture."_

Johnny spat out his drink, "10 million bucks!"

"With that amount of money I'm just tempted just to turn myself in."

"I wouldn't blame you either." Johnny noticed that it was getting late, "Hey need a lift?"

"Sure…"

They were one dry land moments later, they started to go their separate ways when a sudden explosion caught them by surprise on one of the lower apartments of Battery Park. Unfortunately there was a woman stranded on top of the building screaming for help.

"Uh oh!" Spider-Man sprang into action

"I'll try to absorb the fire!"

"Great while you're doing that I'll get that woman off the rooftop."

Torch flew into the burning building and started to dose the fire by absorbing it, Spider-Man on the other hand managed to catch the woman with her baby boy after the building collapsed partially.

After setting her down he started to say, "No need for thanks citizen all in a day work for your local web-slinger."

The woman looked at him briefly, "I don't care what Jameson says about you Spider-Man in my eyes you are a hero."

Peters eye became wide no one ever complemented him before, he saw the woman leave in a hurry. The medic team tended to her for any injuries. Torch landed besides seconds later, "Well it must feel nice to be thanked once in a while."

"Tell me about it."

"Welp I'm off I'll see you later web-head, FLAME ON!" Torch took off like a rocket into the sky.

"Pfft show off!" Spider-Man leapt into the air only to be knocked down by high pressurized water, "Hey what the…"

"Hold right there murdered, you not going anywhere!" The chief of Firefighters yelled, "For all we know this fire was your doing!"

Peter felt his costume shredding under the intense pressure of the water hose, "You're blaming me? After all the times I helped this stinking city this is the thanks I get?"

The building suddenly exploded, unfortunately Torch forgotten that fire has a way to reignite itself if not properly taken care off. Debris started to fall and the firefighter chief had no time to move that is until Spider-Man leapt in his direction and pushed him out of the way.

As a consequence Peter was buried underneath a pile of rubble. Later news media came and interview the Chief in which he made a statement in which he held up a shredded piece of Spider-Man's mask.

* * *

Baxter Building 7: 30 AM

Peter groaned, he stirred, _'Oh my head.'_

He opened his eyes to find himself in a laboratory, a familiar laboratory of a famous scientist named Reed Richards. He sat up, to get a better view of his surroundings, apparently he was wrapped with bandages around his midsection with another bandage around his head. He had a feeling, a feeling of tightness in his hand. He saw his girlfriend Mary Jane her head lying upon the bed he was on.

He gave a small smile, he grimaced at the pain in his ribs as he shook the red head super model gently awake. She let out a small 'hmm', when her eyes slowly opened she let out let a small sigh of relief as she careful hugged Peter.

"Peter…" She hugged him afraid that she was going to lose him, "I was so worried for so long…and when I saw on the news I feared the worst. Johnny called and…"

"Hey…" They separated to take a good look into each other's eyes, he wiped a lone tear trailing down her cheek; "I'm still here aren't I…"

Before she could say anything else Reed Richards came interrupting them, "And you should be lucky that you are still here Peter and thank your lucky stars that you only had a minor concussion, a few broken ribs, and some bruises a collapse like that would of killed an ordinary man."

"Reed?" Peter was a bit in surprise, "How did I end up here?"

"Well you came to us Peter after that you collapsed from exhaustion right when you took that first step inside." Reed explained

"*Whistles* I must have had pretty good stamina of a gorilla…OW!"

MJ had slap his sore arm, "Peter that's not funny you nearly lost your life last night."

"She right Peter you have to take things seriously, you could have died."

"Speaking of serious, what's the word on the Avengers? I hear that they were having a debate about little ol' me so what's the word?"

"Well the vote was unanimous that you be put on probation for the time being, reason being after the incident with the shuttle nobody on the Avengers seems to trust you now." Reed stated sadly, "Very few are going to give you the benefit of the doubt."

Peter lowered his head allowing his free hand to rub furiously in his hair, "As if there wasn't enough going on with my life…"

"Take comfort that the F4 have volunteered to take turns in 'watching' you I hate to be the bearer of bad news but this is what has been decided."

Peter sighed and MJ pulled him into a hug, "They are wrong into accusing Peter like that Mr. Richards and you know it!"

"I know…" Reed's watched beeped, "I better get going I have a press conference to go to and don't worry Peter I'll make sure the public knows that you are still hero and that this city still need people like you."

"Thanks Reed."

The older man placed a hand on his shoulders then he left.

"You know that's exactly what I said." Johnny said breaking the silence, both young adults turned to face Torch "How you feeling buddy?"

"Like Crap." Peter deadpanned, "Did you managed to get the number of that building that fell on me?"

"Johnny what brings you here?" MJ asked

"I live here and you guys might to take a look at the TV."

Moments later they were in living room watching the news, accompanied by them was Richards and Valeria Richards playing with their godfather Ben Grimm otherwise known as The Thing in one part of the room.

Johnny turn up the volume so that everyone could here, **_"Last night brought a seeming end to the trouble career of masked vigilantly known as Spider-Man."_**

Peter winced at the way they mentioned him, the news cast showed different footage of him, from web swinging in NYC Skylines, to fighting various other foes such as Doctor Octopus, Vulture and Shocker.

 ** _"As the controversy life of Spider-Man ended…many question the value of these masked vigilantes to our society…others remember the wall crawler as a hero as a man who is willing to lay his life on the ground…"_**

"It ain't right at what the public is doing to ya webs. You deserve a better chance at the spotlight like the rest us." Ben said, while holding unto an upside down Franklin from his foot, "If it weren't for you taken out these looneys who knows where New York might end up."

Peter let out a heavy defeated sigh

"What's wrong Peter?" MJ cupped his cheeks

"I don't know what to do…" He started, he brought Mary Jane to a hug in which she laid her head on his shoulders, "All these years I've been two people instead of one…being Spider-Man trying to do right…sometimes it was all that define me…"

"Hey bud…" Johnny placed a hand on his shoulder Peter partially turned to face the goofball of the F4, "Nobody asked us if we wanted this life, it never came with an instruction manual to go with, we have to do what's right, it's like you keep saying with 'Great power comes great Responsibility'."

"Wow this coming from goofy over there is saying a lot." Ben chuckled, "What next flame brain you going to discover a new universe? Better yet why don't write book on 'World enlighten for dummies?'"

"Oh lay off Ben!" The blonde snapped

"Uncle Johnny may not be the brightest on the team but he does have his moments…"

"Thank you…hey!"

Giggles escaped the mouth of the his niece and nephew

"Johnny's got a point Peter, there are lots of people who fight the good fight without it turning into a costume slugfest." Mary Jane broke the hug, "Peter Parker can be just be important to the world just as Spider-Man ever was."

The redhead looked at Ben, "Mr. Grimm is there bathroom? I would like to wash up a bit."

"Sure kid follow me…"

Ben let the kids down and they left with Mary Jane in tow however she took a pause before she completely exited the room, " **If** you let him."

"That's pretty deep." Johnny went back to the TV still watching the News, an announcement was made that Reed was going to make a statement on Peters alter-ego, "Good maybe that'll teach them to have more respect towards you."

Peter went to the window of the Baxter Building looking at the New York City, "Maybe MJ's right…"

"About?"

"Maybe I've been given a second chance, maybe Spider-Man did die in that fire last night."

Johnny was about to say something else when the announcer started to exclaim, **_"This just in…after a week of silence a transmission from Astronaut Jameson was just received."_**

The screen was fuzzy and cutting but the man known as Jameson the III was seen, this caught Peter's attention.

 ** _"Repeat…I am on counter earth!_** _*Static* **The situation is desperate!** *Static* **The creatures are…I can't do it alone…** *Static* **If there they are not stopped here Earth maybe next!"**_

That was the end of the transmission, Peter was still in shock, "Jameson is still alive!"

"Good that proves that you didn't sabotage the shuttle."

"Yeah but that still doesn't put me straight with the other super heroes."

"Speaking of I've not seen the Scarlet Witch in six months either after the whole House of M incident. I tried to speak with the others but they keep blowing me off, I wouldn't dare speak with the X-Men about that subject, not that I blame the more anything."

"Johnny think about this you're the most hated person by not only your kind but by the world, how do think Wanda is feeling? Alone with no chance of redemption from the others." Peter crossed his arms, "I know how she feels."

"Dude last time I checked you were begging…"

"I know!" He calmed down after that sudden outburst, "I know yet that doesn't mean they have to treat like an outcast I am willing to give her the benefit of the doubt, she a human being with emotions too."

"Are you sure you don't any have any resentment, because I'll tell you right now I still feel anxiety when she is around."

"I don't."

"Oh come on not even a little?" He mimed with his hands a pinch

"Johnny…remember the time you let Goom out."

"Ugh…do you have to remind me…I hope I don't have to see that big ugly orange piece of…"

"Anyway…we stopped him from taking over the world and nobody found out did they now?" Peter did an imagination rainbow with his hands, "Now what do you think would have happened if we didn't stop him? You would never have been trusted ever again, forgiven but never trusted by anyone. Put yourself in Wanda's position, how do you think she feels?"

Johnny slumped, "I see your point…don't make me feel bad than I already have to."

Peter rolled his eyes, he turned his attention to the TV putting one arm across his body and the other on top rubbing his chin, "You know something…I think Spider-Man is about to be reborn and I do believe Peter Parker can help out."

Johnny stood up from the couch giving Peter a quizzically look, "What are you thinking?"

* * *

Six months later September Solaris Launch Center

After his wounds healed up Peter was in Solaris Launch Center thanks to Jameson after pulling some strings. He told the Fantastic Four as well as Mary Jane of what he was going to do. Mary Jane was sadden by this though she told him not to keep her waiting for long, she also reminded him that women don't like to be kept waiting.

She also said if he is not back before New Year's Eve she moving on, as much as it hurts her to actually say it, she moving on with or without him. Peter understood and promised that he will be back before Christmas.

Now thanks to old man Jameson, he found himself in the facility of the launch center.

"Everything checks out! The Solaris II rescue mission is ready for lift off! T-minus 2 hours and counting." A man said in front of the control

Peter looked around his surroundings, _'Nice place but I didn't come here for sightseeing.'_

Peter made his way to a secure place in the building where he could change into his costume, he heard two people talking about him but he ignored them. Once he was in the closest he took off his lab coat and pressed a button on his watch.

"Guess it's time for the world to get acquainted with the all new and improve Spider-Man!" Suddenly tiny robots started to encase Peter arm then his whole body, "This year fully loaded model features Nano-technology discreetly borrowed from the labs of Reed Richards. This scientific marvel features billions of microscopic robots working in sync as well they make one spiffy speck of duds. Completed with anti-symbiote devices. I love being me…"

Spider-Man managed his way outside to the shuttle there wasn't much time left before they launched the rocket. He climbed to the top…well almost to the top if he wasn't caught by a spotlight shined at him.

He shielded his eyes from the light

"Hold it right there Spider-Man! If you really are Spider-Man!" Peter looked at the man in front of him, it was none other than Nick Fury the director of S.H.I.E.L.D hovering in a jet pack and he was not alone.

Accompanied him was his faithful right hand agent Agent Maria Hill, followed by the Black Widow, Ms. Marvel, Spider-Woman, and Hawkeye.

"Spidey? What happened to you?" Spider-Woman bit her lip she was definitely digging the new look, instead of a black spider dead smack in the middle it was red spider reaching to his upper torso to his lower. He had spiders on each of his side not to mention he had a darker shade of red and blue with a web cape to follow.

"I'm new and improve and don't try to stop me Fury!" Spider-Man leapt to the nose of the rocket while shots were fired at him, he twisted in midair avoiding them. Ms. Marvel came in charging at him, with his spider-sense warning him he was able to blind her with webbing to the face then used her momentum to spin her to make her collide with Hawkeye.

He webbed up Black Widow and Maria Hill weapons together to the launching post.

"I don't want to fight you Spider-Woman but if I have to I will." He quickly punched in a sequence of codes and the hatched opened

"I don't want to fight you either, but you are making this bloody harder for me not to." She had bio-webbing ready to put a man down but she consider Spider-man innocent and her best friend after 6 years of working together she and Carol…well Carol was beginning to tolerate him but it was a start since she didn't consider him a best friend.

"I said hold it web-slinger." The Caucasian man pointed his gun at him, "I promise the next shot won't miss."

"I've heard that statement before Fury and trust me I'm pretty hard to hit unless you happened to be Ms. Marvel then I'm screwed." He fired a dart and webbing at Fury grabbing his gun in the process, "Listen Fury I'm the only one who can bring Jameson home. It's the only way to clear my name and get me off probation with the Avengers."

Widow and Hill managed to get the webbing off their guns and Hawkeye and Ms. Marvel were steamed at the little stunt Spider-Man pulled on them.

"What are your orders Director?" Hill asked pointing her gun straight at Spider-Man's head

In a sign of good faith Peter tossed his gun back to him, to show that he can be trusted. Nick looked at the web-head, he knew behind those big lenses he was staring intently back at him waiting for him to make the first move.

"Orders sir?" Hill asked

"Stand down." Holding up his hands to show a cease fire, "You sure you know how to drive this thing?"

"There's a first time for everything right?" Hold an ok sign

"Then what are you waiting for? Get going and bring our astronaut home." He watched as the web-slinger disappeared into the cockpit.

Widow was the one who spoke up, "Sir I don't normally question your motives but why did you let him go?"

"Call it a hunch Widow but I get the distinct feeling that Spider-Man wasn't the one behind the sabotage a year ago." He looked at the rocket one last time before he took off with the crew following him, "Beside if anyone is going to pull this off its Spider-Man."

Jessica and Carol were the only who looked at the shuttle, at a safe distance.

 _'Maybe…maybe I misjudge him…'_ The blonde thought dejectedly

They stayed a few more moments and they heard his voice come on the speaker, "Listen up world! This is Spider-Man on my way to Counter-Earth to rescue John Jameson and clear my good name!"

Then they heard, "And I'm going with him Peter Parker! What kind of reporter is going to miss this once in a lifetime opportunity?"

Both women were dumbfounded, they thought Spider-Man was going alone how in the world did that photographer get in the shuttle?

Before they could ponder any more the shuttle took off, Jessica looked at the rocket as it disappeared into the sky.

"Good luck Spidey."

Space

Once the rocket was in space it headed towards the portal gate, inside Peter was musing on how to figure out how to land the ship once he went to the Counter Earth.

Within moments he cleared the gate since the rocket was going at such a high velocity and he soon found himself in the counter universe.

"I guess that counter earth." He mused, suddenly he was hit with a beam, "Oh great a tractor beam and to make it worse the ship is out of my control!"

Thinking quickly he punched in a few commands in hope to break free of the beam by reverting all power to the thrusters, unfortunately he was coming in hot, too hot, he was already saying his goodbyes when suddenly he felt being slowed down.

He made a crash landing onto a nearby skyscraper, decided it was time to get out of the Space shuttle he quickly grabbed his picture of Mary Jane before heading out. Once free he was confronted by five robots.

"Oh boy something tells me that was frying pan and this is the fire!"

One of the robots spoke, "Surrender by order of Lord Tiger and the High evolutionary!"

"And everything was going so well till now." With quick reflexes he webbed up two of the robots before kicking them off the roof. He punched another one in the face then leapt off it as laser fire was shot at him.

"You're going to have to do better than if you want to catch your friend interplanetary Spider-Man!" He mocked swinging away on the web

The robots were about to give chase when a voice called, "Wait we will handle this one apparently there is another Spider-Man among us and we don't know if this one is bestial or not just like the other one. Leave him to us!"

The helmeted figure was joined by three others and they chased him across the city to find out answers.

* * *

 **LXD: How about that another update with 11 pages. Well I'm back and I'm going to be frank I'm going to follow the unlimited cartoon in terms of plot wise to an extent with a hint of my own mix to it so be aware what's going to be happening in this story. Next Chapter Peter Unlimited is going to be interrogated by the High evolutionary. Comment, rate, subscribe and I will see you next chapter**


	3. Meet the Resistance

**Disclaimer: Spider-Man and other Marvel Characters and related content belong to Marvel Entrainment**

* * *

 **Chapter 2 Meet the Resistance  
**

Previously on Chaos Unlimited

' _Great just great…' He thought as he jumped from his web line to do a series of acrobats before launching a new one, 'As usual, when something goes wrong look who everyone decides to blame. Meanwhile John Jameson is alone on a planet with who knows what with two of the most vicious psychoses this side of Vlad the Impaler has ever seen.'_

 _Baxter Building_

" _ **Repeat…I am on counter earth!**_ _*Static*_ _ **the situation is desperate!**_ _*Static*_ _ **the creatures are…I can't do it alone…**_ _*Static*_ _ **If there they are not stopped here Earth maybe next!"**_

 _That was the end of the transmission, Peter was still in shock, and "Jameson is still alive!"_

" _Good that proves that you didn't sabotage the shuttle."_

 _Solaris Space Station_

" _Guess it's time for the world to get acquainted with the all new and improve Spider-Man!" Suddenly tiny robots started to encase Peter arm then his whole body._

 _Inside the rocket ship while taking off_

 _They heard his voice come on the speaker, "Listen up world! This is Spider-Man on my way to Counter-Earth to rescue John Jameson and clear my good name!"_

 _Counter Earth_

" _You're going to have to do better than if you want to catch your friend interplanetary Spider-Man!" He mocked swinging away on the web_

 _The robots were about to give chase when a voice called, "Wait we will handle this one apparently there is another Spider-Man among us and we don't know if this one is bestial or not just like the other one. Leave him to us!"_

 _Three others joined the helmeted figure and they chased him across the city to find out answers._

* * *

And now

Peter was coming around, behind his lenses his eyes fluttered opened to see a bright light blinding him for a moment. Once his vision was cleared he saw the humanoid bestial known as Sir Ram dressed as a doctor, as well the knights of the High Evolutionary were watching him very closely.

A thought occurred to him, _'How in the world do I get myself in this situations?'_

"You know…" Spider-Man began, "In other content a goat man dressed as doctor might be amusing…"

"In truth he has a sense of humor…" Lady Vermin the rat lady as Peter called her in the back of his head placed a hand on his head, then leaning in close in his ear she said seductively, "I like that in a bestial…"

Peter had to suppress a shudder. It was bad enough that he was held captive for the moment by humanoid beast looking people it was another thing for one to be hitting on him not to mention rat lady kissed him before he was captured, it almost made him throw up in his own mouth.

"I would curve my arter if I were you Lady Vermin." Sir Ram spoke up, he had a look of disgust on his face while holding what looked like a pizza cutter in one of his hands, "We know not if this creature is indeed one of once!"

"Aye Sir Ram." This time it was Lord Tyger whom spoken up; both his comrades looked at his backside, "But whether he'd be bestial or human it is certain that he is a valiant warrior."

Peter more interested in the cutter than paying to what these beast people had to say, "Hey listen to Tony here, he's grrrrreat!"

"Ha…" Lady Ursula a very proud warrior took a jab at his joke, "You are very foolish or very brave too make sport of Lord Tyger."

Unfortunately Lord Tiger did not appreciate her sense of humor or should I say dry sense of humor. Suddenly a mysterious black and white figure of a head appeared on a screen within the laboratory of Sir Ram.

" **Why haven't you removed his mask yet!"** He boomed, the bestial winced at the sound of his voice

"P-p-pardon your excellence but i-it is of a technology unknown to me…" He held up the pizza cutter to their master, "But I should be pierce using this device to obtain a DNA sample."

" **Very well proceed."**

The machine whizzed to life as alarm bells were going off in Peter's head, "DNA sample! Hold it, hold it, and hold everything! I bite my nails! How about nice piece of finger nail?"

The joke went to deaf ears as Sir Ram continued to put the whirring of the pizza cutter directly in his face.

' _These guys are nuts!'_ Spider-Man struggled with his restraints he could feel them breaking under his 20-ton pressure that he was doing to it, _'If I don't start acting know I'm going to be spider cutlet!'_

Before the machine even touched his face, the costumed hero handclapped the blade stopping it rotation in place. Using his superior strength he knocked back Sir Ram into Lord Tiger and Lady Ursula after that backhanded Lady Vermin knocking all four knights to the ground.

"Sorry gang…" He broke the restraints on his ankles, "It's Spider-man not guinea pig-man!"

Leaping off the operating table he web swung to a nearby scientific device wall crawling down from it to the exit.

" **Stop him my knights! He must not escape alive!"**

The web slinger broke through the door dodging laser fire as he bounced off a tube of some sort, then he leapt into the hallway. Unknown to him there was gunfight happening outside of the High Evolutionary base as he busted down another hatch to escape to his freedom between humans and machines.

There were three people two male and the other female. They heard the crash as they saw Spider-Man lift the hatch door and throw it to the machines.

"You must be Spider-Man." The redhead woman said, "We sent here to rescue you."

"Oh really?" Laser fire came from the knights, "Now will be a good time for it." He quickly grabbed the woman by the wrist making haste to escape the High Evolutionary.

"Don't give us any grief here son." A blonde man with goggles said as he fired back lasers at the knights, "We're risking our necks here! A little gratitude would be nice!" The blonde retreated back

"Okay that didn't work, so anyone has a plan B?" Spidey asked

"Don't worry this will knock the wind out of their sails." The blonde haired man pulled out a small a miniature bomb; Spider-Man raised a brow looking behind his lenses between the bomb and the man.

' _You've got to be kidding me. What is that firecracker going to do sparkle them to death? Unbelievable…'_

The man went from the hiding corner as the bomb began to burn the whisk to throw it. The knights ducked out of the way make sure the explosion did not hit them, meanwhile the group that came to the rescue made it to a flying getaway car as the explosion occurred.

"I said mild Bromley!" The Redhead woman exclaimed, "That was not mild!"

"Well it worked didn't it?" The one called Bromley had a smug smile on his face

"And I said leave plenty of time for us to escape!"

"Karen love, we had 8.1 seconds to spare." He stated as a matter of fact, "You're losing your sense of drama darling."

"Umm…excuse me I hate to intrude but we have company." Spider-Man pointed at the Knights of the High Evolutionary chasing after them blasting them from afar, "Can't this thing go any faster!"

* * *

They ducked, weaved, dodged from side to side avoiding any laser blast the knights and High Evolutionary machine ditched out on them, they even passed through some crowded areas containing bestial citizens.

Bromley returned fire on occasion; he managed to hit one machine, which caused it to explode into a flying truck.

"So when do I meet the wizard and go back to Kansas?"

"You've already met him…" Bromley tone was in distaste, "…Mr. High and Mighty Evolutionary! He's responsible for all this!"

"50 years ago he created the bestial and turned the humans into the slags of society no one knows why." Karen added

"What about those guys what part do they play?" The red and blue costumed hero jerked his thumb to the knights

"Those are the knights, one of his elite team. They deal with the most important and deadly threats. Don't you feel honored?" Karen said, "They've been trying to find the resistance base for a long time trying to stop us to free the humans."

The Knights fired more shots at them while one robot dared to move in for the kill. Spider-Sense flared, "Excuse me robot off the north pal."

The robot was encased with webbing crashing into a building sending crumbling down. As they dodged through falling debris Spider-Man had to ask, "I thought the Knights were the High Evolutionary enforcers what's with robots?"

"The machine men are the knights enforcers."

"I had to ask."

One of the debris managed to slow down the Knights enough for the flying truck to make a clean getaway with only minor scratches, this annoyed Lord Tiger greatly so he sent Lady Vermin ahead to find them.

* * *

Meanwhile

The group managed to land somewhere in an alleyway, they jumped off from the pickup.

"Whoopee, I'm never going to fuss over the Coney Island Roller coaster again."

"Must you make a joke out of everything?" Karen asked

"What? It's my job description to make jokes it keeps me in the zone."

"Well you got some nifty moves back their Spider-Man, for someone who dresses like a bug that is."

"Ouch…now that hurt."

Bromley and the mummified man opened up a sewer cover then proceed to jump down it.

"For once in life I wish to meet a woman who lives in a pent house! Is that too much to ask?" He shook his head in disbelief but not before his spider-sense flared, _'Spider-sense!'_

He searched around the area something was off.

"Hey you ok?"

"Hold up something is not right here." Again Spider-sense flared this time he looked in particular area unknown to them Lady Vermin followed them to the hideout of The Resistance.

"There!" He shot webbing pulling Lady Vermin towards them.

"Oof!" Spider-Man quickly encased her with webbing, binding her arms legs to her side making sure that she didn't escape.

"What the…Lady Vermin!" Karen pulled out a laser gun ready to strike, "Damn it! Now she knows where the base is located." The red head woman was about to pull the trigger when Spider-Man stopped her.

"No you'll be no better than her if you pull that trigger." Spider-Man grabbed the gun pointing it upward

"But she now knows where the base is I can't let her live…let go!"

"Trust me you don't want to go down that path, its dark, lonely and gruesome…" Karen struggled against his grip "Would you stop! Even if you were too strike her down the Knight Enforcer would have eventually found this base and that would be the end of the resistance. Let's just find out why she here in the first place."

"It is easier to just blow her head up!"

"If you do that now how many bestial would you kill just for what they are?" Karen stopped struggling looking at the wall crawler that at Lady Vermin struggling against her restraints, "You'll be no better than bestial who treat you poorly."

Karen relented after feeling that she wasn't going to blowup Lady Vermin Spidey let her go, then he turned his attention to the rat caught in the web.

"Ugh…hpm…well then Spider-Man…Nrgh…I never took you as the one for kinky side, are you going to ha…MPPH!"

Peter fought hard to suppress a shudder as he webbed her mouth shut, "Okay Rat lady that's just wrong, number one! Number two: I don't swing that way."

Spider-Man made she was securely fasten to the wall with extra web fluid, after that they left her there struggling against her restraints with her thinking of one thing, revenge! Revenge on the humans and that blasted Spider-Man though she wouldn't mind him ravaging her like this if they found out that he was bestial. She blushed at the thought.

* * *

Down Below the surface Bromley and the mummified man waited for them, after what felt like an eternity they caught up to them.

"What in blazes kept you two?" Bromley stated with arms crossed

"We're compromised…" Karen said

"WHAT!" He couldn't believe what he was hearing, "But how?"

"Apparently the Knights of round table followed us with anyone noticing anything until the last minute." Spider-Man said, "Don't worry I made sure Rat lady has extra fun time trying to get out of the webbing that I cooked up for her. Did you know she's into kinky stuff?"

Three resistance members looked at each other not having a clue on how to respond that comment.

"The commander is not going to like this one bit."

The four of them walked down the sewer to the entrance of the base.

"Beyond these walls are lies the Human revolution fighting for the freedom of all mankind." A green light scanned them.

* * *

With the Knights

"Lady Vermin has failed to check in." Lord Tyger noted, "That is very unusual of her not to do so."

"Agreed Lord Tyger perhaps it possible that locating the resistance base if much harder than anticipated." Lady Ursula said

"Or maybe she has gotten herself captured by these lowlifes. We should have exterminated them when we had the chance!"

"To prove what Sir Ram?" The tiger humanoid pointed an accusing finger at his fellow beast humanoid, "We may be the superior race but we also are not beings without mercy what kind of message are sending to all living things? We are knights to enforce the laws of his Excellency to both humans and bestial." The leader proclaimed

"You are too soft with these humans Lord Tyger, they are nothing more than scum of this earth and it would be easier to exterminate them where they lie!"

Before the tiger could continue The High Evolutionary appeared on his screen, "Lord Tyger what is taking so long?"

"Pardon your majesty but we are waiting for Lady Vermin to report back. It is strange that she has not attempt contact with us so we do not know of the situation that she is in."

"Hrmph! I don't want excuses I want those rebels found immediately!" He shouted

"But sire…"

"SILENCE!" Lord Tyger gritted his teeth yet didn't dare to say another word to his master "You'll find Lady Vermin and the resistance base once you do wait for further instructions do I make myself clear?"

"Yes sire."

"Good now go!"

* * *

Somewhere else

At the docks two bestial guards are on patrol making sure that nothing is going wrong tonight. They spot air bubbles traveling towards them, they think it just some humans trying to be smart allocates but their discovery only leads to find two hideous looking creatures that their eyes have ever seen before coming out of a submarine.

Before were to figures one was big, bulky with large teeth with a very long tongue with a black costume and white spider in the middle of its chest. The other one was red a lot more slimmer but it had more athletic tone to it's body, like the creature before it large teeth.

The guards shook in fear, "You know what I think?"

"What?"

"We should have left this to the machine men."

Both guards ran towards the door only to find that webbing blocked the door, they turned around to face the creatures.

"Well where are you two going in such a hurry?" The red one taunted, "We haven't even begun to play yet, you two didn't even get your prizes…"

Before anything else was said both consumed by the creatures then spat right back out only this time they were both turned into one of the creatures.

"Well that was anti-climatic." The his hand shape-shifted into an axe, "When will we be able to reign glorious carnage and release more symbiotes to show the true power of the corrupted Klyntar."

"Relax we know that you are anxious to kill Carnage but right we must prepare for symbiote to take over the Counter Earth."

"Can we kill some high evolutionary?" Carnage licked his lips; "I want to taste their blood dripping form the flesh of their bones!"

"Right now the High Evolutionary wants to capture Spider-Man!"

"That knock-off is some poser only trying to pretend to be the real one."

"That maybe true but we know that he's the real McCoy then he will be a threat to our plans!" Venom hissed, "Once we kill him…then no one will be able to stop us."

* * *

Back at the Base

Peter left eye was twitching violating as John Jameson the III was pointing a gun at him, he was trying to get Spider-Man to prove that he was real deal and not just some imposter or a counter-earth one.

"If you are the real deal than you should easily be able to dodge this laser." He blasted the web-head as he jumped out of the way of the blast unto the top of the entrance.

"I don't believe this!" He flipped their heads, "I risk my neck to come all the way to counter earth copy to save your butt and you want me to prove that I'm Spider-Man?"

"Well you certainly move like the real Spider-Man." Jameson said, "But I've seen another one who moves exactly like you."

"What is this talk about another Spider-Man being on Counter-Earth?" Spider-Man asked

"Let's just that there is another Spider-Man on this Earth only this one wears a red and black with a golden spider in the front a phoenix symbol on the back." John took a closer look at this Spider-Man, "Not to mention he a heck of a lot younger than you and this new costume of yours, I had to be sure."

"You want to know something JJ, you are just as bad as that pig headed father of yours!"

"Okay wise-ass speaking of dad whose the punk photographer who takes great pictures of you for the Daily Bugle, hmm?"

' _If I wasn't a superhero I punch his lights out for calling me a punk! Stay calm Spidey once this over I can get back to my life with MJ.'_ Rubbing his head to make it look like he was thinking he answered, "Peter Parker…"

"Welcome Spider-Man!" All the guns were lowered, "You have to understand I had to be sure." John placed a reassure hand on his shoulder

"Well at least you weren't drilling for DNA like those Wondergorg guys." Suddenly Spider-sense flared, "Spider-Sense!"

Out of the blue a tendril grabbed one of the resistance member there was a scream then it died down, "Form up!"

They formed a semicircle around their leader and Spider-Man, it was quiet too quiet, there was a sudden cold chill in the atmosphere that sent the resistance in cold sweat. They looked around waiting for something to pop up.

Something slithered beneath the canvas of the base it moved quickly for the eye to see, resistance members looked nervously at one another.

"Do members usually disappear when a tendrils appear out of nowhere?"

"Now is not the time for jokes web head!"

Unknown to them that a very large figure was upon our favorite costume hero, a sudden chill went through his spine as he said, "Hey you ever get the feeling that you are being watched?"

"Yes, we do get that feeling."

"What the!" Spider-Man turned around to be met with black goo covering him from head to toe. Resistance members quickly turned to find a large creature with a white spider emblem absorbing the wall crawler.

"Hey let him go!" Karen pointed her gun at the creature

"Oh our dear you got bigger problems than us, NOW!" It shouted suddenly low growls were heard, each member was indecisive at what to do help Spider-Man or face whatever it was coming, and they heard the sound of what sounded like wilds animals approaching them, "You are on the main course, HAHAHAHA!"

* * *

Above ground

The Knights made their way to where Lady Vermin location though they were surprised to find her webbed up to a wall of a nearby building. It was few minutes; finally they released her from her imprisonment.

"What happened?" Lord Tyger said

"Spider-Man somehow managed to figure that I was following him my lord, I don't know how he did it but he tied to the wall once he detected me…" The tiger humanoid was not pleased, "In other news I found the rebels secret base."

"Where are those human fools hiding, I want them to taste the fury of Lady Ursula!"

"It's down below in the sewers." She replied

"GAH! I refuse to go down in that human infested hole, that is a job for you Lady Vermin."

Lord Tyger said nothing for the moment, "Very well Lady Vermin we join you to continue pur-"

He was interrupted by his master, "Stand down Lord Tyger your presence is not required…Lady Vermin continue your objective."

"But your Excellency…"

"NO! I will send a group of specialist to deal with this Spider-Man!"

* * *

Back in the base

It was total mayhem in the base, pipes were being destroyed, and containers were exploding and some symbiote-infected bestials were lying on the ground out cold while others were fighting against the resistance members struggling not to become like their other members infected with the symbiotes.

Carnage appeared in front of Karen who was saved by Bromley by lighting a bomb launching it into his mouth, though that didn't work as he hoped. Carnage was about to attack when John Jameson blasted him from the back.

"John Jameson! Huhuhahahai…adding you to the to the Synoptic cause will truly make my day…" Carnage proceeded to back him in corner while John continued to blast him.

Right now our friendly neighborhood Spider-Man was fighting Venom trying not to become the black suit Spider-Man.

"Yield Spider-Man!" Venom said, "Give in to the Synoptic! You and us will be one as it as it always meant to be!"

Popping his head from the goo Peter said, "Thanks but no, now here is a lovely tune for you and your slime ball partner in crime. Sonics on!"

A high-pitched noise drove those who were symbiote infected crazy; Venom and Carnage couldn't take the noise fled with their lives down a drain while the other symbiote-infected were freed from the control.

"Sonics off…" Spider-Man did a survey in case he missed one infected being; right when he was about to do a sigh of relief his Spider-Sense went off, "Spider-sense!"

Quickly he spun his web entrapped the attacker with a web line then slammed whoever it was to a nearby tank knocking them out.

"You've got to be kidding me right now!" He saw that it was once again the rat lady, "Does she know when to ever quit?"

"Get them locked up we do not know how long they'll be unconscious for!" John voice brought Peter back to the situation at hand. Resistance members obeyed the orders locking the bestials in a safe place, John then turned to Spidey, "Thanks for the help, we could not have done this without you."

"It's amazing we've never beaten the High Evolutionary forces that easily before!" Karen exclaimed as she looked at the fallen bestial

"You call that easy? Please I fight thugs who are more a walk in the park than fighting these guys. And who would have thought I was the one who brought Venom and Carnage here who would have thought I drive them away so easily."

"That maybe true but at least they didn't tag you when we tried get to you." Karen crossed her arms

"Tagged?"

"Not important right now." Jameson picked up a rifle, "We got more important things to take care of."

"Whats the plan?"

"We get rid of them."

Red flags were raised as he said that, "Whoa there John boy! Aren't we overreacting just a little bit on the crazy side here? You can't just kill them…"

"Watch me!" The space astronaut replied venomously

"They are innocent the symbiotes were using them…"

"Their bestial that's reason enough!" He yelled aiming the rifle at them

"He right mate!" This time it was Bromley who spoken up, "You don't know half the things they done to us humans!"

"That is not the answer or the issue at stake here Johnny boy! If you just kill them in cold blood then you will be no better than they are as you've claimed and beside they are innocent being used by the symbiotes and if I remember correctly John Jameson who was it who rescued people from our world from a symbiote invasion!"

John gritted his teeth but relented, "Fine!"

"What you are just letting them go!" Bromley was outraged

"Spider-Man is right I won't spread blood needlessly even if it is bestial blood."

Shaking in fury Bromley retaliated, "They know our location of the base they can't not escape or live for that matter!"

"Hold it Clint Eastwood! In case you haven't noticed Lady Vermin is here, Venom and Carnage just got away and if you think they can keep a secret then you are dead wrong! It's time to pack up and get out of here."

"Bromley put the gun down it's time to go anyway."

Bromley shook with fury yet he begrudgingly turned away placing his blaster back on his back storming off in the opposite direction.

' _Better keep an eye on that one, for person who has that uptight attitude against someone is bound to be trouble."_

* * *

Later on a building rooftop

"What do you won't come back to earth with me!" Spider-Man couldn't believe what he was hearing, "I risked my neck to rescue you and now you're telling me you don't want go?"

"Look it's not that I don't appreciate it Web-slinger but I got a job to do here." John went from looking at the scene to face the wall crawler, "I won't rest nor will I go back until the humans here are free."

"You've got to be kidding me! You sound an old textbook on tracksuit!"

"Sorry you feel that way. Anyway it's a move point…" The man turned to face the city again, "Look when I landed here the knights confiscated Solaris One, I barely made out alive to join up with the underground. Since you told me Solaris Two is wrecked…"

"Ok I get the picture…"

"What's our status?" John looked at Karen

"Right Now the last of our people made it out safely, we'll get in contact with them once they locate a new base."

"Not good but if you join us Spider-Man…" John pointed a finger at him "We've might have a fighting chance since you weren't the who got tagged."

"Tagged you mentioned that before what does that mean? Do I have to get shots or something?"

"No…" Karen said she pointed to herself, "Humans are tagged with a chip that allows the High Evolutionary to keep track of them."

"Even we have them though we do use jamming devices that work…" John looked sheepishly away, "…Most of the time…"

"But they didn't tag you…you Spider-Man can be the most important piece in this war. Will you help us?" Karen look was that of begging her eyes burned with hope as she looked at the webs slinger

Spider-Man turned around, he sighed heavily, "Look I came here for John boy not to get mixed up in some Counter Earth war, and beside this is not my planet."

Karen went back to being cold and calculating she then looked at John.

"You know something maybe dad was right maybe you are just a coward who hiding behind a mask!"

"A coward!" Spider-Man turned to John straight into his face, "You have the nerve to call me that JJ, and after all I've done for our city and after countless time I place myself in the face of danger to where I nearly end up dead! You have the nerve to call me a pessimist!"

Karen broke them up, "I figured you be this way. Look here I have bag for you so that way you can look at life the way we see it, after this I'm pretty sure you've bee thrown in with us."

Peter took the bag, "Thanks…"

"Good luck…" The redhead said placing a hand on his shoulder, "Don't forget to call there is a number sewn into the jacket."

Spider-Man went to the edge of the building where John was leaning against the railing with arms crossed, "You're going to realize that I'm right web head keep in touch."

"You know fly boy!" He was off into the morning of the city, "Besides I can't go home without you." He muttered the last part to himself

* * *

Two days later

Peter walked casually down the streets reflecting back to his night with the resistance, he turned the corner of the street when saw a machine man about to obliterate a small helpless child.

Quickly springing into action he tackled the machine to the ground before any damage could be done.

From inside a nearby house a woman saw what was going on, "Shane NO!"

Quickly she left her home to check on the boy, another woman came by the window watching the brown haired man ripping out wires from the machine man.

Peter used his super strength to try to rip the wires from the robot; it got up knocking him down before anything else was done.

" _Danger, danger! Must eliminate target!"_ The malfunctioning robot came upon the woman who was holding the boy trying to get him to safety. Peter once again tackled the machine down this time it went off for good.

He looked at his hands they were burned on the top.

"Thank you for saving my son." The dark haired woman said, she looked at his hands, "Your hands!"

"It's nothing I suffered worst."

"No please I'm doctor please let me treat those wounds, please won't you come in…" She gestured to her home

"Um… okay…let me grab my bag…" Peter turned to where he left his bag

"I'll get it!" The dark skin boy said

Later inside the good doctor wrapped Peter's hand in the bandages, "Okay you'll have to leave the bandages on for at least a week."

"Thanks but it'll not take long I'm a fast healer."

She gave small chuckle, "Well if there is anything I can do please let me know. I am Naoko Yamada-Jones, and this is my son, Shane Jones."

"Peter Parker…" He began but Shane cut him off

"Hey I know someone by that name he goes to my school are you two related." The boy was curious

' _Must be a counter Earth Peter Parker…'_ Peter thought then he said, "Nope I am original…" He paused placing a hand under his chin, "Though I could use a place to stay…just until I get back on my feet again…"

"I don't know…" Naoko began

"This place belongs to my mom and I sure Wanda wouldn't mind sharing a room."

"Wanda?" Peter looked back at the Raven-haired woman

"Oh I almost forgot to introduce her. I'll be right back…" She walked to the corner of her kitchen but before she disappeared, "I have to warn you she's been in a state of depression for a while now, so please be careful what you say."

She left the room, Shane was talking to Peter but his mind was somewhere else, _'No it couldn't be? Is this the same Wanda from my home planet? If it is what is she doing here? More importantly how'd she get here?'_

Peter was snapped out of his thoughts when Naoko came back with Wanda. Peter's eyes bulged out of his sockets, he couldn't believe what he was seeing; standing there in white tank top with purple see through jacket over her, wearing blue jeans with nothing but socks for footwear with her Auburn hair straight down and those dim green eyes staring right back into his confused hazel eyes was none other than the Scarlet Witch also known as Wanda Maximoff.

* * *

 **LXD: 14…14 long pages the longest I've ever written in my life! After a month long wait here it is Chapter 2 of Chaos Unlimited, boy what a hassle it was trying to find the perfect time to write this chapter, though with that said I apologize for the wait it was not easy trying to balance out this with college and homework and work, my schedule was book to the throat. I think said this before but I will be following closely if not close enough to the Spider-Man unlimited story plot with mix of anything until I reach the last episode which is episode 13 and then all bets are off. There is a poll on my profile so please check that out until then Comment, rate, subscribe**


	4. Danger Lurking

**Disclaimer: Spider-Man and other Marvel Characters and related content belong to Marvel Entrainment**

Chapter 3: Danger Lurking

Previously on Chaos Unlimited

" _This place belongs to my mom and I sure Wanda wouldn't mind sharing a room."  
_

" _Wanda?" Peter looked back at the Raven-haired woman_

 _"Oh I almost forgot to introduce her. I'll be right back…" She walked to the corner of her kitchen but before she disappeared, "I have to warn you she's been in a state of depression for a while now, so please be careful what you say."_

 _She left the room, Shane was talking to Peter but his mind was somewhere else, 'No it couldn't be? Is this the same Wanda from my home planet? If it is what is she doing here? More importantly how'd she get here?'_

 _Peter was snapped out of his thoughts when Naoko came back with Wanda. Peter's eyes bulged out of his sockets, he couldn't believe what he was seeing; standing there in white tank top with purple see through jacket over her, wearing blue jeans with nothing but socks for footwear with her Auburn hair straight down and those dim green eyes staring right back into his confused hazel eyes was none other than the Scarlet Witch also known as Wanda Maximoff._

* * *

And Now

Deep in the bowels of the basement where humans are classified as the inferior species something sinister is about to take place as shadowy figure grabs it unsuspecting host dragging him away towards the underground leaving no trace but a green blanket.

Meanwhile at Yamada-Jones residents Peter and Naoko are having a bit of a discussion.

"It's been more than two weeks Peter, I'm sorry but you've got to bring in some money. I can't keep subsidizing you; my medical clinic hardly pays for itself!"

"Not to worry Naoko." Peter holds up an ad from The Daily Bytes that advertised a $5,000 reward for capturing pictures of Spider-Man, "Check this out I'm a photographer this right up my alley."

Naoko looked at the paper then back at Peter she was not amused. Placing her hands on her hips she sternly told Peter, "I need a border with a steady pay check! A job Mr. Parker."

"This is my job!" Peter countered, "I used to make a living do this…well more or less."

Shane was rubbing his sleepy eyes both adults unaware of his arrival, Wanda was right behind the younger boy obviously the noise of the two bickering had her awake for quite some time.

Naoko rebuked Peter by saying that he doesn't know when Spider-Man would show up, "It's like trying to win the lottery that's the chances of you finding Spider-Man."

Wanda with a blank look on her face looked at the two going back and forth. She was concerned about Shane who was distraught at the moment. She tried to move the boy to shield him from this argument but he refused to be moved.

"Come Shane…"

Tears fell down the young boys cheek as they went back and forth, Wanda trying to nudge him away but finally he snapped.

"Stop fighting!" He cried then he ran out the door out of the brown haired woman grasp.

Wanda placed her hand one over the other on her legs looking at the door the boy went through, during the year that she was here she have witnessed Naoko and her husband auguring back and forth usually it would have to be to her to shield Shane from the fighting.

Despite that Peter voice caught her attention, "What was that about?" He asked, Wanda studied him for the moment, the first time they met it looked like that he knew her. Though they didn't speak much and the man did like to talk just like someone she knew back in her own world yet the questions remained who was he? One Wanda never had seen him before and two why was his aura so familiar? It reminded her of…Spider-Man…

She suppressed a shudder, though the Goosebumps she did feel, Naoko voice brought her back to attention.

"He's probably remembering the fights his father and I use to have."

Feeling a bit guilty, Peter felt the need to apologize: "Look I'm sorry if I brought up some bad memories for Shane, I'll go find and try to talk to him."

Naoko held Peter back but it was Wanda who spoke for the first time that Peter could hear her soft angelic voice, "I'll go and find him…"

Naoko looked at Wanda, she sighed but relented so digging through her pocket she gave the brunette a tracker.

"Please bring him home, I'm sure that he won't get far."

Wanda nodded then left out the door. Naoko turned her attention to Peter, "Look Peter I like you seem like a very nice guy but the wolf isn't out the door he's already cleaned out the pantry."

She then left to another room leaving Parker to talk with himself. Peter had to face palm himself, "Way to go Parker! She trying to raise a son and run a medical clinic single-handedly all she need is some off world moocher like you! Not to mention you let Scarlet go in the middle of the night to find Shane isn't that the story of a life time."

With no other point in staying put Peter left to find both Wanda and Shane.

* * *

Later

Wanda was quickly running through the slums of the basement looking at the tracker trying to find Shane little did she know about the danger that lurked beneath in the sewer.

She looked at each slum, asked a few if they seen a boy some didn't know, others cared less. She tried calling out his name but no luck, she did this for two more times, then proceed to round a corner to where Shane was hiding still upset about the incident.

"Shane please just answer me!" Wanda called out, "Look your mother and Peter aren't mad at each other they were just having a disagreement nothing major, and everyone has disagreements with each other they work it out in the end."

In the back of her mind, _'Not with you…you ruined everyone's lives why do you think they sent you here in the first place?'_

Wanda froze momentarily at the thought, tears started to well up in her eyes as she felt them slide down her face, despite wiping them away more just kept coming the wounds were still fresh even it was a year later.

How could she ever face each single one of them? They hated her, despised her, sent her away because she was too dangerous to keep around, her kind hated her, her friends won't give her the benefit of the doubt, so why did she even bother trying to explain it to herself that it was a mistake that will never happen again?

Shane looked from the corner of his hiding spot to see Wanda's back turned going in the opposite direction. He could have sworn he heard sniffling from the brunette, he felt terrible for Wanda, she's been crying over and over ever since they found her repeating to herself, 'It's my fault…'

Wanda was a private person keeping her emotion bottle up yet no matter how hard his mother Naoko tried she couldn't get her to open up. They took her in that way they could see if her condition worsened

Wanda willed herself to be calm as she went somewhere else to look for the boy; suddenly she froze something was wrong there was an unusual scraping in the air. She looked down to find that the sewer was opening up letting out this horrendous smell causing the young woman to back away.

The top rolled to her feet, Wanda may be in a depression but being an Ex-Avenger for a very long time she knew that this was no coincidence, something was coming out of that sewer.

At the moment something green that looked like tentacles came out of the blue attacked her. Shane came out of his hiding spot only to hear that Wanda was struggling against whatever it was she was struggling against.

"Wanda!" He ran to her location

"Stay back Shane!" If Wanda was in peak condition right know she would blast this goo or whatever it was back to where it came from however given her state that would be difficult right now, as well this thing had her wrist and ankles tangled as it dragged her down to the sewer.

Wanda held on to the edge before she was swallowed whole in the sewer, Shane caught a glimpse of the brunette struggling to keep herself up from going down into the sewer.

"Wanda!"

"NO! Stay back! Go….hrgh….get…help! AHH!" Those were the final words he heard as Wanda was pulled by another set of green rope like substance down into the sewer.

Shane ran the other way not knowing that Peter was out looking for the both of them that was the case until the bumped into each other.

"Whoa! Shane what's wrong I heard screaming!"

Catching his breath the boy began to say while hyperventilating, "Something…*pant*…. took…*pant*…. Wanda…"

"Okay calm down and repeat what you said."

"The green thing! The green thing took her down the sewer!"

Peter face was now in fury mode, "Okay calm down. I bring you back to your mother and I'll figure out what to do next.

* * *

Back at the apartment

Peter finished explaining to Naoko what Shane had said to him, scared out her wits Naoko refused to let her son out of her sights.

"Peter you have to find Wanda you don't know what condition she's in and who knows what will happen if this thing eats her or worse."

"Don't worry I'll find her and bring her home." Peter left the duo later he finds himself in alley way making sure that no one was watching him he activated hi watched and millions upon millions of nanites began to swarm his body out was Peter Parker and in was the Amazing Spider-Man.

Climbing up a building he sat cat like thinking over Shane words, "Shane said the green thing took Scarlet down in the sewer, but where would you find something green that isn't disgusting?"

Off he was web swinging doing acrobats off a truck flying by then web swinging through traffic before somersaulting to a lamppost.

He rested for a few seconds, when a familiar tingling alerted him, "Uh-oh Spider-sense!"

Something small and fast was coming his way, so having the agility of a spider he moved out of the way.

He looked up Peter couldn't believe what he was seeing, there on the edge of the building was someone green and purple and a hat that Spidey was all too familiar with, "Goblin! What are you doing here?!"

"I don't recall meeting you before arachnid." He said playing with a pumpkin bomb, "And what I am doing is protecting the innocent from scum like you…" He threw a bomb at the spider hero, "And your symbiote friends."

Peter balanced himself on a garbage can allowing the bomb to fall in, "You must be the local version."

Peter was now on mailbox as this world version of the Green Goblin descended on him throwing another pumpkin bomb.

In response Spider-Man reacted by doing a web ball that exploded on contact, "Alright smiley so your not the Greenly Menace that I know of but what have you done to Doctor Yamada-Jones patient know as the Wanda Maximoff?"

"What are you talking about? I know nothing."

"Oh really? I have a witness that said that a green thing grabbed her and that would be you!" He climbed up a building.

Green Goblin deadpanned, "It's not easy being green! But your witness is wrong this area is protected by me I patrol it every night!" He once again threw a bomb.

Spider-Man jumped of the building breaking into a series of backflips, "Who died and made you residents protector?"

"Far to many wall crawler. Somebody has to stop scum like you, which is the reason why I get up in the morning." He chased Spidey across the rooftop, "To stop criminals like Venom and Carnage."

Peter dodged more bombs being thrown at him, "Hey I not the bad guy here! The names Spider-Man!"

"Right…" He said sarcastically, "You're not with Venom or Carnage you're just another super powered guy in a spider suit."

"And you complain about being green? You should try being in Spider suit and being called a menace every moment of life and see where that gets you." Spidey said while flipping of the edge of the building he was being chase on

"You may think I am stupid Spider-Man but don't talk to me like I am one." He released a bat like machine

Peter just landed on another building then the machine twirling around him assaulted him, "*Coughs*….Gas! *Coughs*….*Coughs*….*Coughs*"

"At least your perceptive…" Walking close to him, "Now Spider-sap let's see who you really are behind the mask."

Goblin was quickly wrapped in webbing, "What the!"

"Speaking of my mask did I forget mention that it's new and improve deluxe version? Complete with osmatic gas filter?" He grabbed him, "Okay smiley! Where is she!"

Goblin broke free of his restraints, "I honestly don't know of this Wanda Maximoff character nor do I care whom she is but if a civilian is endanger I will rescue anyone…"

Spidey landed on the ground "…Without your help!"

Suddenly there was a noise of metal whirring caught both their attention, Goblin did a quick calculation in his head, "Okay web head time we made a choice, either we can continue this game of cat and mouse or we can fight them."

One of them machine men said, "Masked vigilante are prohibited in the five burros and upper section of Staten Island! Surrender now!"

"These guys never learn do they?"

* * *

Back at the Apartment

Shane was beginning to worry about Peter as he was in the embrace of his mother, "It's been a long time I wonder if Peter can't find her?"

Naoko hugged her son, "Don't worry Shane I'm sure that Peter will be back with Wanda before you know it."

"But Peter doesn't have Wanda tracer, you do."

Naoko smacked herself, "I knew I should have given it to him before he left but it's too dangerous to go out there Shane we don't know where he is. We'll have to wait and hope for the best."

* * *

Down in the Sewers

Wanda continued to struggle against her restraint as the green ooze had her arms and legs pinned together.

"Where are you taking me?" She strained

The ooze went through two pipes allowing her arms the freedom to move in which she tried to shoot it but couldn't so she settle for the next best thing getting free by using the pipes of the sewer to get free.

Once free she went to an edge with an opening, she tried to escape the ooze only to be face to face with mini venom. She backs away in fear but the venom look a like used a tentacle wrapping her completely from her upper body to the ankles again.

It carried her away.

* * *

Meanwhile Green Goblin and Spider-Man were running away from the laser fire only to come to a dead end well more like a fence. Quickly Spidey made a web shield but it was slowly being chipped away from all the firing those mechanical.

"Any bright ideas?"

Stroking his chin the Goblin snapped his fingers in enlightenment, "Quick cover your eyes."

He threw a smiling pumpkin bomb and it flashed in front of the machine men optics blinding them. Once it was over they peeked around the corner of the web shield the Machine men were woozie.

"The flash fried their optic sensors." Goblin grinned, "We should be safe for the time being."

Peter was about to say something when the machine men began firing all over the place; with the laser fire hitting nearby walls of the building it collapsed instantly destroying the machine men.

Quickly Spider-Man grabbed the Goblin broke through the fence to safety on the other side of the alley.

"Interesting definition of 'safe'."

"So sue me." The green vigilante responded, "Now why are you so interested in this girl what is she to you."

Spidey had to be careful on how he worded this, "Let's just say that I know this woman for a while and something happened that made her become in the state that she is in now, I'm trying to set things right."

"Hmm…well is she a lover of yours?"

"Say what! No it's not like that!" He stammered

"I see so she's your girlfriend and your trying to win back, say no more compadre I will go down to the sewer to rescue her myself."

"Oh no not alone your not, I trust you as far as I can throw you one handed Goblin!"

Moments later they arrived at the mouth of the sewer that had been open for quite a while.

"After me amigo."

"Whatever greeny, whatever."

Down they descended into the sewer to search for the missing Ex-Avenger, little did they know that they were walking into a symbiote infested lair nor were they aware of the dangers that was lurking in the shadows of the sewer.

* * *

 **LXD: Okay I'll stop there for tonight, I'm pretty tired from writing all day today, and sorry for the late update you think that being on vacation would allow me to update faster but no personal life does get in the way.** **In other news I have a poll up and I'm asking for your help to choose which Spider-Man will be having a new story or not and you are already allowed 2 votes why? You're going to find out soon. As right now here is the listing of Spider-Men you can choose from:**

 **Assassin Spider-Man 13 votes**

 **Fantastic Spider-Man 7 votes**

 **Future Foundation Spider-Man 7 votes**

 **Scarlet Spider (Kaine) 3 votes**

 **Scarlet Spider (Ben Reilly) 3 votes**

 **Spider-Man Noir 7 votes**

 **Manga-verse Spider-Man 4 votes**

 **As always comment, rate, and subscribe…**


	5. Nest of the Symbiotes

**Disclaimer: Spider-Man and other Marvel Characters and related content belong to Marvel Entertainment  
**

* * *

Chapter 4: The Nest of Symbiotes

 _Previously on Chaos Unlimited_

" _Interesting definition of 'safe'."_

" _So sue me." The green vigilante responded, "Now why are you so interested in this girl what is she to you."_

Spidey had to be careful on how he worded this, "Let's just say that I know this woman for a while and something happened that made her become in the state that she is in now, I'm trying to set things right."

" _Hmm…well is she a lover of yours?"_

" _Say what! No it's not like that!" He stammered_

" _I see so she's your girlfriend and your trying to win back, say no more compadre I will go down to the sewer to rescue her myself."_

" _Oh no not alone your not, I trust you as far as I can throw you one handed Goblin!"_

 _Moments later they arrived at the mouth of the sewer that had been open for quite a while._

" _After me amigo."_

" _Whatever greeny, whatever."_

 _Down they descended into the sewer to search for the missing Ex-Avenger, little did they know that they were walking into a symbiote infested lair nor were they aware of the dangers that was lurking in the shadows of the sewer._

* * *

Now

The journey into the sewer was a quiet one well save the sound of walking in rat infested and poo contaminated water, the mere feeling of stepping in sewer water made Peter skin crawl.

They past one opening of many sewer holes unknowing that in this particular sewer opening was filled another green thing. Both vigilantes walked for a few more feet until Spidey stopped abruptly.

"Spider-sense tingling!"

Goblin scratched his head, "Your what is doing what?"

"Trust me there is danger around this place." Spider-Man replied

Behind the goggles Goblin raised a brow placed his hands on his hips sniffed the air then said, "The only danger here is breathing ourselves to death."

Spidey was about to retaliate with snarky reply until he saw a green tentacle behind him, "Goblin behind you!"

Goblin looked up and saw the tentacles, "Booger at 12 o'clock!"

Spider-Man fired a web ball then answered, "Don't you mean boogey!"

"I don't think so." Goblin said his wings deployed he grabbed Spidey, "New plan time for free boarding buckle your seatbelt!"

Off they flew as the green tentacle chased after them.

"Umm…would you say that these tentacles are green?"

"Yes, I would say that these tentacles are green and not brown color." Goblin flew upward into an opening, "Maybe this is wait your witness saw."

"Okay so maybe I misjudged you. Any idea in what we are fighting?"

Goblin took a glance back, "Never seen anything like that before then again I don't hang around in the sewers much."

One of the tentacles grabbed the Goblins feet; in quick response he threw Peter into another opening. Soon the tentacle claimed another victim as goblin struggled to get free, the pair tried to get Spider-Man but he was out of reach of the tentacles and soon he disappeared in the pitch black hole.

* * *

Deep Beneath the City

"Let me go!" That came from the voice of Wanda Maximoff, as the miniature venom pushed her into walking towards what looked like a throne room, she saw also a hive like home for whatever it was housing along thousands of venom and carnage like creatures.

Still with her arms bound to her body she was in a quite a tight situation, her mental state is still in depression mode any chances of using her Hex abilities could ultimately backfire or severely injure her or worse.

She came up to the thrones instantly she knew the two sitting figures, "It can't be…Venom and Carnage!"

"Well, well a celebrity amongst tonight's volunteers." Venom greeted her mockingly, after he stood up, "And what do we have here, an Avenger? Welcome Wanda Maximoff or should we call you the Scarlet Witch?"

"…" Wanda struggled against her restraints "What are you doing with these people and bestials? Why are you doing this?"

"Straight to the point we like that in a woman." Venom came up to her, his tongue licking her face, Wanda wanted to vomit from the stench of bad breath, "Carnage be a good son and tell the nice mutant what we are planning to do."

"Hehehehehe with pleasure…" Carnage stood from his throne, "You see mutant ever since that accursed wall crawling insect stopped our plans from taking over the other world in the other dimension we began to plot our revenge to once again try to rule the world unfortunately with you super goodie two shoes running a muck we couldn't bring our plans to fruition."

"But Spider-Man said you sacrificed yourselves to destroy the remaining symbiotes!" Wanda confusion did not go unnoticed

"That's what we wanted him to think! You see we lost control of ourselves the first time but this time we will have total success, you see mutant our species was the dominate life force on the face of the planet millions of years ago, it was the perfect harmony all living in the unity of the group mind." Carnage explained, then he got full of fury, "But our peace was shattered by the cataclysm and our kind was driven out from the surface where the individual joined the all. Then the all laid dormant for countless millennia waiting patiently for us to arrive."

"That's when opportunity struck when John Jameson III planned to go to Counter Earth we waited months for this to happen, the insect tried to stop us and he is here now even as we speak." Venom snarled

Wanda froze, she stopped struggling her color was now ghostly white, _'Sp-spider-M-m-man is here? Oh no…he'll…he'll…never forgive…'_

"What's the matter mutant scared about what's going to happen? Once we get the symbiotes ready for invasion this counter earth will turn into…Hehe…our kind of place."

"You-you won't get away with it!"

"Sure we can, watch how easy it is." Venom signaled the mini-venom to let go as he began to allow tendrils to slowly consume Wanda into himself to make her one of the symbiote-controlled victims.

"Like it or not mutant you are going to become part of the family." Carnage then began to cackle that would put Norman Osborn to shame

* * *

In another location

A hand touched Spider-Man shoulders, he groaned as he began to awaken. As he began to rise his blurry vision cleared to see another Spider-Man in front of him.

"WHOA!" Unlimited scrambled backwards, "Who are you! What are you! Why do you almost look like me?!"

"Well that's a question I want to ask you friend." The other Spider-Man replied, the other rose to full height extending his had towards the other awkwardly Unlimited took his hand, one thing he noticed that this particular wall crawling hero was well shorter than your average friendly neighborhood spider themed hero he was about chest height meaning this Spider-Man was a teenager.

Another thing Unlimited notice that the costume was red and black with faint webbing for the design the spider emblem was shining a gold color as if it was almost alive and the gloves with the eyes were glowing.

"Would you stop staring it's freaking me out, ever heard of self-consciousness before?"

Unlimited rubbed his chin, "Let me guess you're a Peter Parker of counter earth."

Taking off his mask he revealed a teenage Peter Parker as well Unlimited mask spread to only show the face, "Well this is…"

"Awkward?" Finished adult Peter

"Yes." Teenage Peter replied, "Last thing I remember is fighting a guy named Karn confessing that I had a crush on Firestar giving her a piece of the symbiote suit since she got herself in the line of fire and then fought Karn some more…"

"Wait a minute…hold on…time out!" Adult Peter made a T with his palm, "Firestar? The Firestar as in Angelica Jones Firestar?"

"Yup…"

"We have to much in common I dated her awhile ago back when Bobby, myself and her made the Spider-Friends team."

"Who and what?"

"Never mind listen so who is this Karn character? What doe he grow corn or something making you eat it?" Joked Adult Peter

"I don't who he is." Teen Peter said bitterly, "All I remember confessing to the whole world that I am Spider-Man as well he is stronger than anyone I ever faced before in my life and getting stabbed in the stomach."

"Well those…hold the phone! You revealed your secret identity on National Television?"

"Aunt May called."

"Well that explains it." Accepting the reply, "Look I'm a bit in a hurry so if you don't me younger me have you seen a girl about this tall and wears a green jacket on top of her blouse?"

"No but I can feel everything all the life force on this planet." He replied showing his back to the other Peter, "I can feel the monstrosity coming in that direction."

The teenager pointed behind him, what really surprised him was this Peter had the Phoenix emblem on the back instead of the traditional Spider; it made him suspicious yet he kept his mouth shut as he followed the teen spider.

* * *

Meanwhile being dragged

"Guess there is only one thing to do at a time like this." Goblin said to no one, "It maybe dangerous but the of the world depends on it! I will do what no other super hero will ever consider to do on the face of the planet…."

He unbuckled his pants freeing himself from the grip of the symbiote while in the process revealing a pair of Halloween underwear.

"Man is it drafty in here." He heard a scream

" _ **Stay away from me!"**_

"Well I better hop to it before Spider-Man beat me to it."

Back to the throne

Wanda was almost transformed into one of the symbiote-controlled victims; the black goo had covered most of her body and was now reaching for her neck.

"Wanda!"

She stopped struggling and looked to where her name was called and there in all his spider-ness the wall crawling vigilante was here. Instead of being relieved she was frighten thus making her mistake fatal.

"Thanks web-head for the distraction." Venom consumed the rest of Wanda.

"NO!" Peter was to late to stop her from being transformed he watched in horror as the body was dropped to the floor and Wanda Maximoff was no more instead it was mixture of She-Venom face, Scream's crazy hair and Scorn design of the costume.

"Welcome our most powerful ally yet wall-crawler."

"Oh this can't be good."

"No not for you at least."

Teen Spider-Man was looking around; he sensed the evil in the place and started to hyperventilate, "So many innocent under the coat of evil!"

An urge suddenly overtook him to destroy this place but he was fighting it, "No I won't give in…" He began to glow

Unlimited carefully circled this hybrid, "Wanda I know you're in there!"

The hybrid said, "Wanda Maximoff issss no more now it'sssss Ramage now insect."

Ramage leap upon Spidey he leapt away from the spot he was at to avoid being symbiote food, he was in cat stance looking at the greenish black symbiote possessed Wanda.

"Wanda you have to fight this, don't let that thing control you!"

"Ssssssorry web-head assss we sssssaid before Wanda isssss in our control now, she belongs to the synoptic now!"

Spider-Man lunges at her grabbing the symbiote by the shoulders then follows up by doing a somersault throw to the other side of the carven. The hybrid creature destroys a few pillars during the free fall.

Ramage hisses then proceeds to throw darts at the wall crawler, Spider-Man responds with his own and the two are locked in a dart hitting showdown only this fight will be one-sided as Unlimited is on limited ammo.

When the click is heard he looks at his two hands, "Not good." He looks up seeing Ramage stretching towards his location, "Oh boy…"

Ramage knocks him to the ground before straddling his waist and then she begins to punch his face swinging left and right repeatedly, Unlimited defends himself by blocking her punches.

* * *

Meanwhile the other Spider-Man struggles to keep his urges down, whatever it was that trying to be set free is definitely putting up a fight to be released. HE managed to punch and web trip the symbiote possessed bestials but this didn't go unnoticed by Venom nor Carnage.

"Another Spider-Man?" Venom snarled, "Well we better take care of this one if we are going to be taking over Counter Earth. You take care of that one!"

"Hoohohohaaa…I love fresh spider-kabob how do you want your piece shredded or shredded?" Carnage hands transformed into an axe and sharpen claws. He made his way over to the duo fighting on the ground

Venom leaps into the air to where the teenage Spider-Man was, "You will make an excellent solider for the synoptic!"

The teenager was still glowing but he recognized the massive creature, "Sym? What happened to you?"

"Sym? We are not Sym we are Venom! You insect are going to be our slave." Venom unleashed a tendril to smash down upon the arachnid hero only to be blasted away with a Concussive Force Blast.

"You stay away from me you here you psychotic symbiote! For the record spiders are arachnids and to think we were friends, consider our relationship over!" Teen Spider-Man said his hands were still smoking from the blast

Venom shook his head to clear the cobwebs as he looked to the lad, "This is a whole new breed of Spider-Man we're not ready to deal with him yet. WE will eat your brains you will not interfere with our plans!"

Venom was about to pounce when an eerie sound made me grasp his head in pain, "Stop the noise!"

The urge to strike at full force was back, teen Spider-Man glowed again he began to fight it not noticing two pumpkins headed in his direction. His Spider-sense screamed he was about to move only it wasn't aimed at him but at Venom.

"The Calvary has whoa…" Goblin looked at this Spider-Man in addition; too the Spider-Man fighting Ramage, "Okay one Spider-Man I can deal with yet two that is a bit ridiculous."

Goblin looked as the green symbiote gave up it host, Unlimited quickly grabbed Wanda next he made a dash for it to the place where teen Spidey and Green Goblin were.

"Say whose your friend?" He asked

"Not now by the way nice fashion Goblin." He looked at the unconscious mutant in his arms, the sonic knocked her out while the symbiote called Ramage tried to reclaim her it didn't end so well for the creature so it gave up in the end.

He looked up now there was the green tentacle symbiote trying to get them, "We should be safe as long as the sonic sound hold up."

' _This better end quickly though the sound is drawing too much power!'_

"Well I hope your right because that is one mean booger coming to get us." Goblin said, unfortunately for the heroes the suit short-circuit

"That can't be good."

"Not for you it isn't but silence is music too our ears." Carnage laughed as the slime charged them

Teen Spider-man heard a voice in his head _**'Don't be afraid Peter unleash the power within you.'**_

' _Who said that?'_

' _ **Trust me I am your ally…'**_

' _Why should I?'_

' _ **You dear boy have the power inside of you to destroy an entire world, these Klyntar are nothing but nuisances but since I sense a hesitation from you for fear of hurting the innocent I will give you use of my power for the moment to free the ones under the control of the Klyntar, now tell them to go before this power is unleashed.'**_

The connection was served, young Peter looked at the other two, and then he said, "Look I know this is going to sound crazy but you guys got to leave."

"Not without you we're not!" Unlimited said

"Look a voice in my head said that I have the power to take care of these symbiotes you have to trust me!"

"Now I know that you are crazy! Yet there is no way kid we're not going to leave you down here with who know what's their face names!"

Unlimited knew something was up and by the way he was glowing and pulsing that means something big was about to happen, "Goblin get everyone to safety, I have a plan."

"Oh so now you have a plan? Pray do tell…"

"We trust Spider-Man over here." They dodged the oncoming green slime as it came crashing down

"You're crazy but fine since I'm outvoted but don't come complaining to me when sugar honey ice tea hits the fan!" Goblin flew over the cages where bestials and humans were kept. Throwing the pumpkin bombs he released all the ones who were not possessed by the symbiotes.

They made a dash towards the sewer exit, while the ones who were controlled stayed behind to deal with the two wall crawling nuisances.

"You meddled with our affairs for the last time web head prepare to be shish kabob." Carnage and Venom came upon a squad of underlings behind them. Goblin grabbed Unlimited while the dormant Wanda hadn't a clue what was going on.

"Go! I'll hold them back!" Cried out Teen Spider-Man

Goblin flew high above the cavern and the next thing he saw was a brilliance of light consuming everything as he exited with his package from the sewer.

* * *

Later back in the surface

Ambulances, paramedics, and robot police assisted the wounded or victims. Some of the guards questioned the bestial that were in the cavern to get a better picture of what had happened.

Goblin and Spider-Man went their separate ways after the cavern collapsed though not without saying thanks to each other. Before Peter could take Wanda home he needs to find out why she was here before that he took some pictures of himself for the newspaper ad.

Finding a private location, he laid Wanda down for her to awaken; she let out a soft moan. Then when her eyes focused she saw the man in front of her that made her blood run cold.

"NO! STAY BACK!" She tried to stagger back but couldn't since the wall was blocking her

"Easy, easy Scarlet, I'm not here to hurt you." Spidey grasped her hands; she squeezed her eyes shut, "Hey look at me."

She refused tears ran down her cheek, she shook her head no, "I won't! How could I? After everything that I have done to you, you should hate me like every one else!"

"Well I don't. I want to help you, I want to be your friend Wanda nobody deserves to be treated liked the way you've been."

Wanda tear filled eyes popped opened; she looked at the wall crawler, and replied "Y-you wish to be my friend? Why?"

"I mean sure we hardly get to talk to each other…no scratch that we never talked at all but point is; I want to know you a little bit more than I did, if no one else is going to be there for you well it might as well be me." Spider-Man said still grabbing on to her hands, "Also I hate seeing women depressed and crying."

Wanda for the first time in her life found something she long for; hope, she lunged herself at Peter wrapping him in a tight hug burying her head in his chest saying, "Thank you, Thank you, Thank you!"

Awkwardly Peter returned her embrace while he hugged her little did he know that in time he would be something more to her than he originally thought. His thoughts went back to the other Spider-Man who had the symbol of the Phoenix on his back. Whoever had the Phoenix force was a force to be reckoned with and he had to find the other Peter Parker. Now his world just got more hectic than he originally thought.

* * *

 **LXD: Chapter four for you and man what a wait so apologies for the delay but right now I have a lot on my plate in my personal life between finding a college and finding a job so if you think updates are slow now just wait until I find a job it's going to be ridiculous. In other news votes are in for the Spider-Assassin storyline love interest and let me tell you it was a close race but in the end it was Jessica Drew the Spider-Woman who won the race coming in with 8 votes out of 32 votes.**

 **1\. Spider-Woman 8 votes 21%**

 **2\. Black Widow 6 votes 16%**

 **3\. She-Hulk 6 votes 16%**

 **4\. Silver Sable 6 votes 16%**

 **5\. Tigra 5 votes 13%**

 **6\. Invisible Woman 4 votes 10%**

 **7\. Electra 2 votes 5%**

 **8\. American Dream 0 votes  
**

 **Comment, Rate, subscribe…till the next time.**


	6. Choices

**Disclaimer: Spider-Man and other Marvel Characters and related content belong to Marvel Entrainment**

* * *

Chapter 5: Choices

Earth Three days after Spider-Man left 10:30 AM

Pietro Maximoff was many things defined by his speed powers even before they manifested he showed a tendency to live in the fast lane so to speak. He was aggressive at an early age, not taking kindly to authority or any such obstacle that would slow him down.

He was never content to just live quietly. He had a powerful desire for new and exciting sensations. It was the only way he felt the world could keep up with him and that helps develop a very rebellious and arrogant persona. He'll do anything to gain attention especially from his father yet that sensation led to a downfall and it cost him his family mostly with his twin sister.

How many times had he wanted to please his father Magneto in order to gain his favor? Unfortunately one event disgraced him with his father, it haunted him to this day the dreaded House of M where mutants were the dominant species instead the Homo sapiens. He shuddered at the memory of how his father pierced him with metal objects, he suffered greatly after those events his father disgraced him as well disowned him still Wanda suffered the most because of his ignorance.

"What was I suppose to do? Let my sister die?" He thought as he super sped to the Avengers Mansion dodging and weaving in and out of traffic. His teeth grinded within his mouth the Avengers as well as the X-Men plotted to murder his sister he had to do something so he asked to change the fate of everyone.

Even then he regretted the decision, he tried to talk with his sister so far guilt made him stay away from her. How could he see her? How could he even speak to her and look her in the eye without seeing the pain that he caused her?

"No more I will beg for my sister forgiveness even if I have to beg on my knees to do so!" Pietro was a proud man he always prided himself to be there for his sister until now he's been doing a lousy job at it. He saw the mansion hopefully his sister was in so he can talk to her.

He sped in as the computer recognized him; a few Avengers were talking amongst friends especially how a certain wall-crawler had taken upon himself to bring back the son of Daily Bugle editor in chief.

They felt the gust of wind Carol was amongst them talking with She-Hulk, looked quickly in the other direction as the speedster past by, "What's his rush?"

She-Hulk shrugged, "Who knows? You know how men are always in rush in getting something."

"Hmph don't sell yourself to short She-Hulk, you work pretty fast you especially around a certain someone with muscle size of Hulk."

The Jade giant blushed heavily as she crossed her arms looking away, "Honestly Ms. Marvel I have no idea on what you're talking about…"

Once he was up the stairs he stopped in front of the room that had Wanda's name on it. Pietro was mentally coaching himself, "Okay here we go…"

He opened the door, "Wanda I…Wanda?"

The door was fully opened; it revealed her bedroom to be untouched yet something was a miss call it a hunch if may. He scanned the room it was odd to say the least the brunette would normally be here in her room, could she be mediating?

He entered the room, everything seemed in order nothing amiss and her books were in their shelves meaning that nobody has touched them.

He rubbed his chin, "Maybe she is in the kitchen I can imagine after spending hours here she might as well been hungry."

He sped to the kitchen, once there he saw Rogue, Steve Rogers the Captain America, and Tony Stark. He looked at them they hadn't notice him yet he cleared his throat.

The three looked up, he said, "Have any of you three seen my sister…well I know that you hate her now Rogue so I won't ask you."

"Good because Ah won't have anything to with that sorry excuse of nobody and tell ya the truth Ah'm glad that she gone too, now Ah won't have to see that face of er's again." Rogue grabbed her plate of a sandwich leaving the two members of in the kitchen.

"Now that you mention it Quicksilver I haven't seen Wanda either? It's been nearly a year now I haven't even noticed that she was gone. With Spider-Man on Counter Earth looking for John Jameson III and recent S.H.I.E.L.D missions I haven't had time to notice." Steve pondered this then he turned his attention to a now fidgety Tony Stark even though he tried not to show it, "Tony you wouldn't happen to know what happened to Wanda? Would you?"

"Ahh…nope…don't know where she or where she's at oh would you look at the time I really got to check up on the Armor Mark 44. I'll catch you late bye now." He left in a hurry. Pietro couldn't shake the feeling that Mr. Stark knew something he'll have to keep a close watch on him if his hunch proved correct.

"That was rather odd, Mr. Stark never is apprehensive about anything or anyone for the matter."

"Your right Tony seemed a bit different when you mention your sister." Steve brow quirked, "I'll go talk with him see what got him jumpy."

"Thank you Captain."

"My pleasure." Steve left leaving Quicksilver to his thoughts

* * *

Counter Earth 11:30 AM

"The theft is confirmed my lord." Lady Vermin said as walked in the Laboratory of Sir Ram towards Lord Tiger, she had a piece of rag in her hands, "The mutagion Z-99 has been stolen from the level 5 laboratory. We suspect the Human Revolutionary particular the one named Git Hoskins.

Lord Tiger takes the rag into his hands sighing, "I fear that one day our Master sins will undo all us." He goes back to his pondering thoughts looking at the screen.

Lady Vermin leaves his presence.

In the street of the Basement

Children play with paper airplanes minding their business then suddenly laser fire is shot to where they were sending them into panic. Git runs for dear life as he avoids laser fire from the Machine Men.

He runs until he slips on a toy truck, he falls letting loose his lunchbox in the process, the machine are ready to eliminate him.

" _Target require, must eliminate target!"_ They are about to blast when the command of Sir Ram was given.

"Do not fire!" He angrily walks up to the man in rags, "I would preserve him for I invested much in this specimen. Git Hoskins you cannot comprehend the danger that you may have unleashed! For the good of all beastial and human alike return that of which you have stolen too me!"

Git reaches into his pocket and takes out paper wrapped bubble gum; in fury Sir Ram slaps his hand covering his hand in the goo.

"Machine Men stop him! Stop him at all cost! Even if you must destroy him!"

* * *

Daily Bytes

"Yeah these are some nice pictures kid but nice don't sell papers now do they. You see one guy swinging on a web then you see no more." The owner swiped his desk of Peter's recent pictures of himself, he tried to grabbed some but his boss swept up the photos annoying the Parker man greatly, "Hey life is tough Pete especially since the High Evolutionary took over."

He grabs a newspaper, "People want escapism! They want to know more about this Spider-Man personal life." He switched the newspaper around to let Peter see page 5 and see 6 open books to show some advertisement, "They want to know what he's eating! What's he doing for fun! Who's he seeing? That is interesting to know, nothing like an embarrassed public figure to sell papers you!"

' _How about being Peter parker trying to take pictures for a stock nose person like you! Boy this is JJ all over again, sheesh can't a guy get a break?'_ He thought crossing his arms with a frown on his face, _'I already got a girlfriend who's going to dump me if I don't come back in time for New Years….yikes…'_

The idea struck him, "There is your assignment Parker! Your buddy Spider-Man must have girlfriend, get me pictures of her! Better yet get me pictures of them together!" He said jabbing his frosted coated fingers on Peter clothing.

"But Mr. Meugniot…" Peter exclaimed exaggerating with his hands, "It's not like I can ask him for a photo op. Spider-Man is exactly my best pal."

Just then the door swung open revealing an employee of the Daily Bytes, "Boss look out the window!"

"This better be good Charlie!" Once the blinds were opened he was astonished, "WHOA!"

Outside was a mummified man taking on the Machine Men or rather flying on one, Mr. Meugniot turned to Peter, "Parker get me some pictures of this!"

Peter was already bolting for the door, "Way ahead of you Chief!"

* * *

Outside with the machine men

Git blinded the machine he rode as the others tried to blast him off. The other two machine men blasted their metal companion-causing malfunction to keep itself airborne.

They crashed into the snow pile; the mutagen fell from Git coat as he too fell on the ground. He got up quickly to retrieve the item only to be intercepted by the Machine Man he rode.

"Surrender now!" The robot was upon him though luckily for Git Spider-Man happened to be swinging by to deliver a kick to the robot side rendering it useless.

"Hope you don't mind if I cut in!" He said walking up to the resistance member placing a hand on his shoulders, "Beats me what this is all about but if I don't get you out of here your are really going to need those bandages!"

Git nodded

Spidey felt tingle in the back of his head, "Spider-sense tingling!"

He looked to see a Machine Men targeting them "Must eliminate targets." It fired a laser shot; Spider-Man pushed Git out of the way while he flipped up unto a building avoiding the deadly laser fire.

"Nice shooting partner! NOT! Now it's laser vs. webbing" Spider-Man shot his webbing only to find that he ran out, "Or not…I knew I should of loaded my web shooters this morning nothing worse than running out of webbing in the middle of a heat!"

Git shook the cobwebs out of his head, he ran to get the device he stolen but then looked at Spider-Man then back at the device. He left it alone for a moment to go help the web-slinger. He jumped unto the back of the Machine Man using his bandages to render it useless, it exploded after.

Spider-Man landed on the ground looking for Git, he turned to see Git reassembled himself back to his original form placing the strange device inside of his body.

"You know the trouble with this road is that someone is…" They both dodge laser fire, "Always shooting at someone namely me without taking the time to talk!"

Peter watched as Git made a break for it as laser fire tried to shoot him, he turned to see the Knights floating there, "The Wondergurg welcome wagon great…"

"Status Sir Ram!" Lady Ursula said

"He has again escaped if that wasn't obvious enough." Sir Ram was in no mood for obvious statements

"Not that is any of my business but umm…" Spidey flipped unto a car, "What the hubba alu about horn head? As if I didn't know."

"I might ask the same of you Spider-Man but there isn't much time for pleasantry insect." Sir Ram stated with a sense calm urgency

"Hey I don't remember asking you Muttin Man!" He flipped of the car

Lady Vermin spoke up, "Careful my love…insult one Knight you insult all the knights."

Peter shuddered within his core "Very convenient Lady Love struck and can you please stop calling me your love."

Lady Vermin had a very amused looked on her face; she was about say something however Sir Ram had pressing matters to attended to, "Patience Lady Vermin! Our survival and the survival of our city depend on finding the bio container Git Hoskins has stolen! Let us resume the hunt!"

They were going to leave when Spider-Man flipped over their head wanting to know more about this Bio container, "Hold sheep dip! Git Hoskins saved my bacon more than once so makes it my business to know why you are chasing him and what this bio container has in it!"

Sir Ram swore under his breath as he felt his temper rising thought he begrudgingly told the arachnid themed hero, "It is a viral agent that was stolen from my lab causing extreme mutagentic changes in living tissue. It is also highly contagious with an airborne vector. Now…STAND ASIDE INSECT!"

Spidey pointed a finger him, "I keep telling you it's arachnid. What gives the last time I saw you guys you wanted to chase all over the Lower East side, kick my butt, slice me up six ways to Sunday…"

Sir Ram really wanted to strangle this creature, "Make no mistake **parasite** I shall indeed 'kick…your…butt'!" Lady Vermin and Lady Ursula looked at each other with the female bear making a face, the pale humanoid rat lady shrugged as Sir Ram continued; "While I slice you up six ways to Sunday with great pleasure but more important are at hand that rob me of enticing diversion."

He turned his attention to his fellow knights, "Proceed to grid seven search!"

Lady Vermin blew a kiss to Spider-Man as she left; again he shuddered at the rat Lady, "Sheesh getting so amassed that a vigilante can't get arrested in this town. Something tells me I better keep an eye on those guys but this I can't keep up with those hobbyhorses without webbing I guess the old trustee spider tracer will have to do."

He rubbed his chin, "Contagious that word I seriously don't like, right up there with root canal and broccoli. Now let's go home, max up on web fluid and track down Git before they do."

He jumped to the nearest building climbing up to bounce off different flying cars, he landed on one and noticed a billboard with a red head.

"Mary Jane?"

The person turned to reveal a beastial, Peter cringed, "Oh man that does it! I really got to get off this planet before I start dating outside my species!"

* * *

Jones Residence 12: 00 PM

Naoko was on the phone talking with a person on the line, she wasn't in happy mood with the caller.

"You said you wouldn't call me! He's only renting the spare room not that it's any of your business…You were the one who left us and threaten my tenant won't get you anywhere. Why don't you leave us alone?"

Wanda happened to be passing by when she heard slam, curious she looked in to see Naoko sitting in her chair rubbing her temples in frustration.

"Naoko?"

The raven hair doctor looked up to see the brunette looking at her in concern, "Is everything alright?"

She shook her head sighing in frustration, Wanda understood, "It was him wasn't it?"

"Yup."

"Hmm…I'm here if you want to talk about it you know." Wanda was about to leave when Naoko stopped her.

"Wanda!"

"Yes Naoko."

"Come in here please."

She nodded stepped into the room, when she did Naoko grabbed her hands looked her straight into her eyes with an intent stare. Wanda looked back at her doctor curious to what exactly she was looking for.

"Is something wrong Naoko? Do I need another checkup?" She asked

"Your eyes…" The raven-haired woman began, "I've see them differently now than I did when I first found you in the streets. There a bit brighter than they were and you are smiling a lot more within the last three days so what with the sudden change?"

Wanda tilted her head; she had a small smile on her lips still remembering what Spider-Man had said to her.

"See there it is again, Wanda why are you so gleeful? Are you seeing someone? Are you finally breaking out of your depression to connect to the world?"

"Well…" Wanda trusted Naoko as far she can say that she was from another world, when she first found her Naoko, Wanda was in a deep depression with the reality of the Illuminati sending her here to Counter Earth, "Naoko I want to tell you the truth about where I truly come from."

This took Naoko by surprise then she quirk her brows, "Okay…I guess…"

Wanda opened her mouth to speak but a knock on the door stopped her, she looked at Naoko, "I guess we can talk later."

The medic nodded both women headed for the door, when the Doctor opened it revealed none other than John Jameson III holding his stomach in pain.

"John what's wrong?!" HE grabbed by the shoulders falling to his knees

"Naoko…help…me…" He fainted falling upon the women who was struggling to keep his weight up, Wanda help by sharing the weight on her as well which relieved Naoko

"John you too heavy…"

"Some bed side manner you got here doc. Hey Wanda!" Both women jumped when they Peter voice

"You sure know how to make an entrance Mr. Parker." Wanda said giving her head a quick shake of relief.

"Let's get him inside the clinic." Naoko suggested

* * *

Meanwhile in an alleyway

Git came out of a sewer; he breathed a sigh of relief as he sat on the edge of the circle. He opened his lunchbox taking out a photo of himself when he was younger before his lordship Sir Ramalots kidnapped as boy and ruined his life!

He remembers being stuck in his laboratory with the Ram sticking needles and doing horrible types of experiments on him. He was still sadden by the events.

' _But now I will get even_!' He thought, sirens were heard snapping him out of his thoughts, so he ran.

* * *

Back at the Clinic

John Jameson was laid to rest, Peter looked at him in surprise, "John Jameson!"

"You know who he is?" Naoko asked

"Uh…I saw a picture of him in the Daily Bytes…from suspected revolutionary…he was one of them." Peter said quickly, Wanda noticed his lie yet didn't say anything to rebuke him.

"Help me strap him down he has a medical condition, he could get violent." Naoko said

Peter said, "I got a job interview Naoko, got to go don't want to be late see you later."

Okay now that was a lie, Wanda narrowed her eyes followed Peter out to his room. She helped strap John in then went to Peter room opening the door, "Mr. Par…ker…"

Peter jumped with his eyes bugling out of his sockets, the two didn't move for more than a minute as the nanotechnology completely covered him from head to toe. Quicker than Wanda could blink she was dragged into the room before she could say a word.

He slammed the door with a lock then grabbed Wanda by the shoulders, she was frighten at what he was going to do her, he looked down then at her, "Please not a word to Naoko I don't want to deal with an explanation right now please Wanda."

She nodded dumbly; he hugged her now it was her turn to return the hug awkwardly. He let her go went behind the books to place a rectangle object to his risk like magic it was dissolved into his wrist.

He went to the window, opened it but he paused, "We've got a lot of talking to do I promise that all your questions will be answered but right now I got another friend in need."

"Yes, just go I must take this in…" Wanda said

He nodded then jumped out the window, leaving Wanda to her thoughts, "Peter Parker and Spider-Man are one in the same? Who would have thought."

She sat down on his stretcher bed still trying to process what she saw.

* * *

With the resistance

"Git was suppose to bring the container that he stole from Sir Ram to us." Karen said to Spider-Man, "Instead he's disappeared with it!"

"The blasted High Evolutionary was making a biological weapon to get rid of our kind." Bromely stated in anger, "Too think that man is human as well!"

"Sir Ram said it was a highly contagious virus." The wall crawler said

"The virus is the least of our worries, the container has a built in fail safe device, it's counter started the moment the material left the lab."

"We found this out after Git left on the mission, deep cover no way to contact him best estimate is about two hours before it triggers." Bromely did a flashing with his hands

"Exactly what type of failsafe are we talking about here?"

"A fusion bomb…" Bromely replied gravely, "According to our intelligence unless abort codes are entered it will fry a circular area about 25 miles in diameters." HE then pointed out, "Of course if anyone without entering the codes it triggers immediately

Spidey palmed his face, "Okay that's great a bomb! So now we have to deal with the Knights of Wondergorg we have to stop a bomb from blowing us to kindom come this day keeps getting better and better…"

"Which is why we need to find Git. If by the time he gets to the rondure point it may be too late."

Peter really wanted to smack someone right now; "Sir Ram said something about searching Grid 7 can we find out where that is?"

Karen went to her pocket, "We've broken some of their codes this might be one of them." She took out a phone then punched in some numbers

Bromely eyed the wall crawler suspiciously, "What exactly do you have in mind mate?"

"The only way we are going to find Git if we and the knights worked together…"

Bromely was left mouth a gaped while Karen almost dropped her phone at the mention of teaming up with their nemesis.

* * *

Above Grid 7

The knights were not having any luck finding Git Hoskins as they hoped; they were searching for hours with no luck in finding him. Sir Ram was still determined to find his creation to put a stop to his madness that was if he didn't almost get run over by a flying truck.

The truck, turned around and they heard a voice that was too familiar to them, "Hey Sir Lancelot got a proposition for you."

"What is the meaning of this?"

"I say we join forces it's the only way to find Git in time!"

The Ram humanoid pointed an accusing finger at him, "You revolutionary caused this problem in the first place! Let there be an end to your interference **NOW**!" He fired a laser shot at the truck causing the gang to flee to avoid being Swiss cheese.

Karen snarky commented, "This was a bad idea!"

"Ya think?"

The knights chased them for about five minutes blasting them as the revolutionary returned fire. Peter really wanted to slap himself, "This could have gone better. Hold it! Hold it!"

Peter fired webbing clogging the rapid fire for the knights and the truck stopped, "Listen to me all of you! This is bigger then genetic differences if the failsafe triggers humans and beastial alike will be blown away!"

" **He's right!"** A voice suddenly appeared, all eyes turned to see the origin but they found none

"Who said that?" Sir Ram yelled, "Show yourself coward!"

Suddenly a flaming bird appeared all eyes had to be shielded from the bright light, Peter already knew who it was however the others didn't. The light died and floating in the space another…

"Spider-Man!" The confused beastial and humans exclaimed

Sir Ram looked at the floating one then at the one on top of the roof, "What kind of trickery is this? How can you be in two places at once!"

"That's because he isn't Sir Dumb-Dumb the names Spider-Phoenix and whether you like it or not you have to work together with the humans in order to stop the bomb that is about to go off in less than an hour." The floating arachnid said

"You can't be serious humans and beastial working together? UGH! The mere thought of it just makes my stomach turn!" Bromely said

"On that we can agree on." Lady Vermin replied

"Look it doesn't matter who started this mess what's more important is on how to get out of it!" Unlimited said, "In time! Sir Ram you're a scientist do the math if we work together we more than double our chances and with Houdini over here we just quadruple the shot."

Sir Ram closed his eyes taking a very deep inhalation of air then he exhaled reopening them, "As much as I hate to admit it…your words make sense…very well Spider-Man humans and knights will work together. Distasteful as it may be."

"A born negotiator." He said then he turned to Phoenix, "And what the heck you are doing here?"

"To make sure you guys don't kill each other in the process besides someone with a greater power has to watch over your butt Unlimited."

"Unlimited?"

"Code name…"

Knights and humans looked each other, shrugging not understanding the situation at hand here.

"Let's just go okay."

* * *

10 minutes later

"This was the place the prior randevu sight we were suppose to meet Git after he stolen the device." Karen said

Lady Vermin sniffed the air, "He was here, and his scent is faint but unmistakable…" Then she pointed in a particular direction, "He went that way!"

Bromely with a hand over his mouth, "I always said that she smelled like a rat."

Apparently Sir Ram caught the jest "You are fortunate that time does not allow me to show you my content for you! And all your kind!"

"You want a demonstration Horn Head? HERE AND NOW!" Bromely challenged

Karen took out her pistol as well as the knights, Phoenix wasn't having any of this using his telekinesis he lifted Bromely and Sir Ram as well as the weapons into the air. All eyes turned to him in shock, "Apparently you guys don't get the memo. A bomb is about to go off and you guys are wasting time in petty arguments! You want to know something? Bestial and humans are capable of doing the same type of damage no matter who is the superior race!"

They all flinched at his words because deep down they knew it was true, "You want to know something Sir Ram it was your master the High Evolutionary Herbert Wyndham who started this war in the first place! A human wanting to kill his own kind, that's even worse than Hitler! So you tell me Sir Ram why are led by a human? If it's human who created you and you despise within you fiber of your being? Why do you follow one? Sound pretty hypocritically to me beastial led by a human, the idea…"

The knights looked away in shame, the one name Phoenix made a valid point how can they hate humans if one led them? It wasn't a beastial that governed them it was human a species that they hated within their core.

"I thought so…" Phoenix let the two down, "Next times…do not be such a hypocrite. You Bromely…" The blonde looked at him, "Keep your cool next you won't be so lucky."

Phoenix and Unlimited walked off in the direction that Git went, Bromley narrowed his eyes "It appears that Spider-Man is being Chummy with 'Spider-Phoenix' what's the deal with that."

"Apparently this world has it's own version of Spider-Man. The scientific revolution that one possess can be extraordinary but time does not permit ponder." Sir Ram stated.

* * *

10 minutes later

After finding the second point they were suppose to meet, they were met with resistance from Git who refuse to hand the bomb over to them. Spider-Man Unlimited tried to reason with him but to no avail.

The Knights and the Revolutionary cleared debris on their vehicles since Git activated a self-destruct sequence. Both Spider-Men were fast enough to catch up to him and trap him in webbing.

Right now Sir Ram with the others appeared, "Quickly the container! We must hurry the bomb cannot be deactivated if the deactivation code is not put in nor will it deactivate if the final minute is reached."

Phoenix handed him the bomb, quickly as he could Sir Ram typed in the code unfortunately it was too late.

"It's too late…" Sir Ram stated gravely

"That's it then." Bromely said solemnly, "In less than a minute we're history along with the city."

"Oh ye of little faith…" Phoenix laughed taking the bomb away from Sir Ram

"You give up to quickly Bromley." Unlimited looked at Phoenix, "I'll go free Git and give him an earful you know what to do."

"Right."

With ten seconds left Phoenix grabbed the air with all eyes on him, all they could do was stare in awe as he did something that will forever be in engraved in their minds. With Great effort Phoenix tore open a hole in reality leading towards black hole in the most out reaches of space.

Mouths were dropped even Sir Ram the High Evolutionary top scientist was blown away by the act, Phoenix then closed it sealing the air back to the way it was before.

"What did you just do?" The horned humanoid asked in wonder, "Scientifically speaking that was not possible! You cannot have this kind of power at your disposal, this act of changing reality, how can you do this act!"

"I had a lot of practice, now a present for you." Both his hands went behind his back and suddenly it was the same container that he disposed of again mouths were dropped as he gave it back to Sir Ram, "Good as news like you built it. Word to the wise: do not let this thing out of you sight. Now leave…or do we have to get physical?"

The knights got the message; they left without fighting obviously the humans had a very superior ally, "When we meet again we will be enemies so don't think that this little quarrel changes anything."

With that they left; Phoenix dropped his field around Git who was fuming about not getting a shot on the man who destroyed his life. Phoenix turned to Git, "I know how you feel but fighting him tonight won't do any good."

After five minutes the revolutionary left leaving Spider-Phoenix and Spider-Man Unlimited alone, "Now that's done and over with we need to talk."

"About?"

"Your life is in danger dangerous hunters called the Inheritors are killing Spider-Men and Women across the multiverse and your next on the menu…"

* * *

 **LXD: Well I'm back from my hiatus so hopefully I will be updating but not as frequently because of work so it'll depend. There is a new poll on my profile so please vote. Anyway chapter 5 comment, rate, subscribe…till next time**


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